Final Exam Case: “The WM. Wrigley Jr.

Company: Capital Structure, Valuation and

Cost of Capital” Submitted by: Rashid Mammadov, FTMBA 2014 Instructor: Prof. Sergei
Chernenko, BUSFIN 7210 Date: April 28, 2013

I.

Business and credit risks at The Wm. Wrigley Jr. Company.

With round 13.1 billion worth of equity by June 2002, the Wm. Wrigley Jr. Company
(herein after the Wrigley’s) is operating in branded consumer foods and candy
industry, an industry with high level of concentration and intense rivalry.
Although the industry itself is highly competitive, the Wrigley’s occupies a
specific niche in the market as the leading producer and distributor of chewing
gums putting itself into more advantageous position compared to the other industry
players. As of 2002 the Wrigley’s was the biggest manufacturer of chewing gums with
very high brand equity and strong presence globally. Being geographically
diversified in multiple markets, maintaining market leadership in anti-cyclical
industry and having strong growth in foreign markets the Wrigley’s is safe from the
business risks prospective. Its low riskiness is also reflected in its equity beta
of 0.75 as of 2002. Adding that through its history Wrigley has always maintained
extremely conservative financial policy with zero debt, we can consider the
Wrigley’s as AAA/AA graded company. In terms of financial risks, since the
Wrigley’s does not have any debt obligations at the moment, it is financially risk
free. With different levels of debt in its capital structure, the Wrigley’s credit
ratings will change. II. Effect of recapitalization on The Wrigley’s financial
ratios and credit rating.

For analysis of the effect of proposed USD 3 billion recapitalization on the

Wrigley’s, pro forma financial statements were forecasted under 10 per cent sales
growth rate and percentage of sales method. The pro forma financials are given in
Exhibits 1-4. Exhibit 1 shows key financial ratios under different credit rating
assumptions reflecting changing interest burden and taxes. Further, the calculated
ratios are compared to industry averages by credit ratings, shown in exhibit 2.
From the comparison of exhibits 1 and 2, the Wrigley’s can’t maintain its high
grade credit rating if it borrows 3 billion, as its main financial ratios will
correspond to speculative grade levels. Therefore, restructured capital shall be
most probably funded with debt rated between BB and B, which is supported by EBIT
coverage, FFO-to-debt and FCFO-to-debt ratios. The other indicators, EBIT coverage
and return on capital support higher credit rating. As the company book value of
equity does not reflect the company real value, market leverage of the company was
shown in Exhibit 1, which is 20.7% - rather consistent with high grade companies.
Since the business risks are low for the Wrigley’s a BB rating - a higher side of
the credit rating range that major financial ratios imply - is more likely. Rating
agencies also account on management as an indicator of credibility therefore
credible management character of the company also supports BB rating. 1
If company follows a share repurchase or dividend payout its book value will be
reduced by 3 billion and will become negative, -1.6 billion. Possible prudential or
accounting restrictions associated with negative book equity of public corporations
were omitted in current analysis. III. The Wrigley’s WACC without leverage.

Since the Wrigley’s is 100% owned by equity holders its WACC will be equal to its
rate of equity (due to miscellaneous impact, a potential small negative leverage
created by the excess cash is omitted). Given the unlevered beta of equity of 0.75,
risk premium of 7% and risk-free rate of 4.86%, the Wrigley’s, according to CAPM,
has cost of equity and WACC of 10.11% for fully equity owned company. IV. The
Wrigley’s WACC after recapitalization.

Method 1 – Assuming debt beta of 0.17 for BB rated borrowing, according to CAPM,
cost of debt equals 6.05%, which is risk free rate of 4.86% added product of beta
of 0.17 and risk premium or 7%. Then, based on Miller Modigliani Proposition II,
with unlevered beta of equity of 0.75 and beta of debt of 0.17, equity beta re-
levered by D/E of 26.2% will equal to 0.9. With equity beta of 0.9 and risk free
rate and risk premium of 4.86% and 7% estimated cost of equity is 11.2%. In that
case, given recapitalized D/V of 20.7% WACC equals 9.61%. Method 2 – Assuming yield
on corporate debt of the Wrigley’s equals to average YTM of 10 year BB rated bond
of 9.70% given from the case, cost of debt is equal to 7.63%. This reflects the
adjustment for the expected probability and level of losses associated with debt.
Calculation assumes rate of loss of 0.6 and default rate of 3.45% - average for
consumer industry in 2002, which is also consistent with the range of default rates
of 1.4% to 4.0% for BB+ to BB- rated bonds in 2002 in the US1. Given cost of debt
of 7.63%, beta of debt shall equal to 0.40 according to CAPM. Miller Modigliani
Proposition II formula implies that unlevered beta of equity of 0.75 with debt beta
of 0.40 and D/E of 26.2 will result in levered equity beta of 0.84. Again from
CAPM, given equity beta of 0.84 cost of equity will equal to 10.76%. With leverage
of D/V of 20.7% that is implied from recapitalization, our WACC will equal 9.48%.
The calculations assume risk free rate equal to YTM of 10 year US Treasury Bond,
BB-rated debt YTM of 9.7%, market premium of 7% and tax rate of 40% which are given
from the case. The results from two methods have a very small difference of 13
basis point and for further necessary calculations I would suggest Dobrynin uses
WACC of 9.61%.

https://www.standardandpoors.com/ratings/articles/en/us/?
articleType=HTML&assetID=1245331026864#ID1942 5

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Cost of debt Beta of debt Equity Beta (relev) Cost of equity WACC V.

Given benchmark YTM 7.63% 0.40 0.84 10.76% 9.48%

Given Debt Beta 6.05% 0.17 0.90 11.2% 9.61%

Effect of interest tax shield on stock price of the Wrigley’s.

On June 7, 2002 the Wrigley’s stock price was USD 57.07 per share. Given 232.441
million shares it means market capitalization of almost 13.26 billion US dollars.
At tax rate of 40%, 3,000 million debt will result in interest tax shield of 1,200
million. The effect of interest tax shield will immediately be reflected into the
new share price under perfect capital market assumptions. It means shareholders of
the Wrigley’s will be 5.16 dollars better-of and the share price will go up to USD
62.23 per share. Under stock repurchase scenario, share prices will not change from
62.23 but the total market value of equity will be reduced through reduction in
number of shares outstanding. Under 3 billion special dividend scenario, after pay
back of 12.90 dollar per share, share price will go down to 49.33. Thus in both
payout scenarios total value of equity will be the same 11,465.41 million after the
transactions. VI. Using share repurchase at the Wrigley versus paying special
dividends.

Although under capital market assumptions both share repurchase and special
dividends yield same results and shareholders are indifferent between those two,
tax legislations and behavioral perceptions favor price repurchase to special
dividends. Firsts, capital gain was often taxed less than dividend income. But in
2002 under J.W. Bush legislation both tax rates were same. However, shareholders
might postpone their revenue recognition for tax purposes under share repurchase
thus preferring share repurchase. Second reason for favoring share repurchase is
that due to behavioral imperfections it is considered by investors as indicator of
underpriced share which can drive company share prices up. Thus, share repurchase
may cause extra capital gain for investors in addition to realization of interest
tax shield. Third, the Wrigley’s stuff who receive options will be better of if
3,000 million will be distributed through capital gain rather than dividends, since
capital gain of shares will also increase their stock option value. VII. Possible
financial distress costs at the Wrigley’s.

Under perfect capital market, bankruptcy will cause the shift of ownership from
equity holders to debt holders while the total value of the firm will not be
damaged. This assumption omits the fact companies under bankruptcy follow either
liquidation or reorganization both processes involving direct and indirect costs.
Debt holders foreseeing the costs of distress, which is usually 15-20% of the total
value, set their lending rates at levels that already incorporate the bankruptcy
costs therefore shifting those costs to equity

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holders. Therefore, price of fairly traded company stock will already incorporate
the present value of likely bankruptcy costs imposed to them by debt holders.
Direct costs associated with bankruptcy are costs for hiring experts in the area
such as lawyers, accountants, auditors and other experts. In addition, management
engagement in bankruptcy rather than to their business as usual duties is an
opportunity costs associated with bankruptcy. Since Wrigley is a huge organization
with operations in various countries possible direct costs of distress can be
medium to high. Indirect costs for the Wrigley’s shall be very high. First of all,
Wrigley is a producer and distributor of chewing gums, it means that partial
liquidation of the Wrigley’s will damage distribution channels, important value
added for the Wrigley’s. Second, company suppliers, various contractors,
transportation providers that operate in different countries may not rely on the
Wrigley’s anymore and request cash for the services. As we see from the Wrigley’s
balance sheet in year 2001 company had accounts and accrued payables of round 220
million, in worst case scenario when partners may not be willing to maintain credit
terms with the Wrigley’s, The Wrigley Jr. Company would require additional 220
million in cash for its daily operations. Third, the most important, the balance
sheet shows that company does not have huge tangible assets that it can realize at
reasonable price. The biggest assets of the Wrigley’s are its intangible patents
and brand names. In case of fire sell with limited bargaining power, company may
sell those assets at very low price which significantly increase the costs of
bankruptcy for the Wrigley’s. VIII. The effect of recapitalization on EPS of the
Wrigley’s.

The below table illustrates the Wrigley’s share price, EPS and total value of the
firm under three scenarios. Under first scenario – Status Quo, The Wrigley’s has
highest EPS since it does not have any interest expenses. But it is also worth to
notice that the total value of the Wrigley’s is the lowest. Adding the leverage of
USD 3,000 million under BB rating assumption will significantly reduce the net
income of the company therefore reduce the EPS. Therefore, if only effect on EPS is
considered, misguiding conclusion to not to issue debt can be inferred. This effect
will partially be offset in case of share repurchases, since decrease of the number
of shares outstanding associated with share repurchase will push EPS up. In case of
special dividend payout the downward effect of recapitalization and interest burden
on EPS will not be adjusted since the number of shares outstanding will remain
same. I believe that although EPS is an important index, it is not reliable
indicator of value maximization of the shareholders, the ultimate goal in an
organization that the decision should serve to. As we further see from the below
table the total value will be maximized under recapitalization assumption through
realization of interest tax shield which EPS measure does not support. Therefore,
EPS shall not play a primary role in recapitalization decision. 4
Status Quo Repurchase Sp. Dividends IX.

# of shares 232.441 184.2 232.441

Share Price $57.07 $62.23 $49.33

EPS $1.45 $0.88 $0.70

Total Value $13,265.41 $14,465.41 $14,465.41

Opinion on Dobrynin to pursue or not with recapitalization proposal.

The decision on recapitalization shall consider several important factors: the

amount of interest tax shield generated by leveraging, the probability of
bankruptcy, costs of bankruptcy, effects on financial ratios, risk culture of
company management and ownership. The recapitalization of the Wrigley’s will
increase the total value of the company by 1.200 billion, which shareholders will
immediately realize through capital appreciation. It is a very strong support
toward leveraging. Another support for the recapitalization is that the revenues of
the Wrigley’s are not volatile and business risks are low which makes the
probability of the bankruptcy for the company low. Meanwhile, the impact of the
bankruptcy through high costs of the financial distress associated with the nature
of the business model of the Wrigley’s will increase the bankruptcy costs thus not
favoring high leveraging. The implications on financial ratios show that the
company will move to higher range of speculative grade from high grade level of
credibility. This move may not be consistent to the risk culture of the management
and the owners of the Wrigley’s therefore recapitalization could be rejected in
spite of huge financial benefits. Given the pros and cons of re-leveraging, in my
opinion, recapitalization through 3 billion of debt and same share repurchase is in
the best interests of The WM. Wrigley Jr. Company shareholders, since it will in
total increase their wealth by 1.2 billion which is a fair premium for the risks
associated with leveraging the company.

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Exhibit 1. Pro Forma Financial Ratios under various credit rating assumptions The
Wm. Wrigley Jr. Company - Key Financial Ratios under different credit rating
assumptions AAA AA A BBB BB B EBIT interest coverage (x) 3.50 3.56 3.17 2.58 1.93
1.73 Funds from operations/total debt (%) 9.4% 9.5% 9.1% 8.3% 6.8% 6.2% Free
operating cash flow/total debt (%) 6.6% 6.6% 6.2% 5.4% 3.9% 3.3% Return on capital
(%) - market value 33.4% 33.4% 33.5% 33.6% 33.8% 33.9% Operating income/sales (%)
21.0% 21.0% 21.0% 21.0% 21.0% 21.0% Long-term debt/capital (%) - b.v. 195.2% 195.2%
195.2% 195.2% 195.2% 195.2% Total debt/capital (%) 195.2% 195.2% 195.2% 195.2%
195.2% 195.2% Long-term debt/capital (%) - market v. 20.7% 20.7% 20.7% 20.7% 20.7%
20.7% Inputs for calculations: Interest burden Funds from operations Free operating
cash flow

$160.5 $283.1 $196.5

$157.8 $284.7 $198.2

$177.0 $273.2 $186.6

$217.8 $248.7 $162.2

$291.0 $204.8 $118.2

$324.6 $184.6 $98.1

Exhibit 2. Key Industrial Financial Ratios (Three-year medians 2000-2002) AAA 23.4
214.2 156.6 35.0 23.4 (1.1) 5.0 AA 13.3 65.7 33.6 26.6 24.0 21.1 35.9 A 6.3 42.2
22.3 18.1 18.1 33.8 42.6 BBB 3.9 30.6 12.8 13.1 15.5 40.3 47.0 BB 2.2 19.7 7.3 11.5
15.4 53.6 57.7 B 1.0 10.4 1.5 8.0 14.7 72.6 75.1

EBIT interest coverage (x) Funds from operations/total debt (%) Free operating cash
flow/total debt (%) Return on capital (%) Operating income/sales (%) Long-term
debt/capital (%) Total debt/capital (%)

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Exhibit 3. Pro Forma Statement of Earnings (assuming BB debt rating for
recapitalization scenario) The Wm. Wrigley Jr. Company Pro Forma Statement of
Earnings (in millions) Earnings Net sales Cost of sales Gross profit Selling,
general and administrative Operating income Investment income Other expense
Earnings before income taxes Interest Expense Income taxes Net earnings Divideds
Retained Earnings year ended December 31 1999 2000 2001 $2,061.6 $904.2 $1,157.4
$721.8 $435.6 $17.6 ($8.8) $444.4 $0.0 $136.2 $308.2 $152.9 $155.3 $2,145.7 $904.3
$1,241.4 $778.2 $463.2 $19.2 ($3.1) $479.3 $0.0 $150.4 $328.9 $158.8 $170.1
$2,429.6 $997.1 $1,432.6 $919.2 $513.4 $18.6 ($4.5) $527.4 $0.0 $164.4 $363.0
$168.0 $195.0 Status Quo 2002* $2,672.6 $1,095.8 $1,576.8 $1,015.6 $561.2 $0.0 $0.0
$561.2 $0.0 $224.5 $336.7 $154.9 $181.8 Recapitalized 2002** $2,672.6 $1,095.8
$1,576.8 $1,015.6 $561.2 $0.0 $0.0 $561.2 ($291.0) $108.1 $162.1 $74.6 $87.6

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Exhibit 4. Pro Forma Balance Sheet Statement (assuming BB debt raging for
recapitalization scenario) The Wim. Wrigley Jr. Company Consolidated Pro Forma
Balance Sheet (in millions of dollars) ASSETS Current assets: Cash and equivalents
Short-term investments, amortized cost Accounts receivable Inventories Other
current assets Deferred income taxes - current Total current assets Marketable
equity securities, fair value Deferred charges and other assets Deferred income
taxes - noncurrent Property, plant, and equipment (at cost) Less accumulated
depreciation Net property, plant and equipment TOTAL ASSETS LIABILITIES AND EQUITY
Current liabilities: Accounts payable Accrued expenses Dividends payable Income and
other taxes payable Deferred income taxes - current Total current liabilities
Deferred income taxes - noncurrent Long term debt liabilities Other non-current
liabilities Common stock Class B convertible stock Additional paid-in capital
Retained earnings Treasury stock Accumulated other comprehensive income Total
stockholders' equity TOTAL LIABILITIES AND EQUITY 2000 2001 Status quo 2002*
Restructure 2002**

$ $ $ $ $ $ $ $ $ $ $ $ $ $

300.60 29.30 191.57 253.29 39.73 14.23 828.72 28.54 83.71 26.74 1,139.63 532.60
607.03 1,574.74

$ $ $ $ $ $ $ $ $ $ $ $ $ $

307.79 25.45 239.89 278.98 46.90 14.85 913.84 25.30 115.75 26.38 1,256.09 571.72
684.37 1,765.64

$ $ $ $ $ $ $ $ $ $ $ $ $ $

378.26 28.00 263.87 306.88 51.59 16.33 1,044.92 27.83 127.32 29.02 1,381.69 614.36
767.34 1,996.43

$ $ $ $ $ $ $ $ $ $ $ $ $ $

283.97 28.00 263.87 306.88 51.59 16.33 950.64 27.83 127.32 29.02 1,381.69 614.36
767.34 1,902.14

$ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $

73.13 113.78 39.47 60.98 0.86 288.21 40.14 113.49 12.56 2.94 0.35 1,492.55 (256.48)
(119.01) 1,132.90 1,574.74 8

$ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $

91.23 128.41 42.71 68.44 1.46 332.23 43.21 113.92 12.65 2.85 1.15 1,684.34 (289.80)
(134.90) 1,276.29 1,765.65

$ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $

100.35 141.25 46.98 75.28 1.60 365.46 47.53 125.31 12.65 2.85 1.15 1,866.18
(289.80) (134.90) 1,458.13 1,996.43

$ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $

100.35 141.25 46.98 75.28 1.60 365.46 47.53 3,000.00 125.31 12.65 2.85 1.15
1,771.90 (3,289.80) (134.90) (1,636.15) 1,902.14