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042

Case 042Screening and ranking businessesHard

Rank four businesses in one auto supply chain as buyout investments: a steel supplier, a component maker, a vehicle maker and a dealer group. Margins, capex, customer concentration and bargaining power are given.

TPTPGSan Francisco · 2018

1The situation

Four businesses sit in one passenger vehicle supply chain. Figures are Rs crore and mid-cycle; the trough is the margin in the last industry downturn.

Lohagarh Steel, steel supplier: revenue Rs 6,000 crore, EBITDA margin 15% (7% at the trough), capex 7% of revenue; 20% to one buyer; prices follow a commodity index.

Tvarit Components, component maker: revenue Rs 1,200 crore, EBITDA margin 18% (14% at the trough), capex 4% of revenue; sensors designed into five makers' models; largest 30%.

Aarambh Motors, vehicle maker: revenue Rs 15,000 crore, EBITDA margin 10% (4% at the trough), capex 7% of revenue; sells to households; sets terms for suppliers and dealers.

Pathik Dealerships, dealer group: revenue Rs 2,000 crore, EBITDA margin 5% (4% at the trough), capex 0.5% of revenue; one maker's franchise; service is 45% of gross profit.

2Your task

Rank the four from best to worst buyout investment, show the quick maths behind the ranking, and say what new information would change it.

Quick check

Which business is likely the weakest buyout candidate, despite holding the most power over the others?

Worked solution

Try it on paper, then open one step at a time.

30-second answerThe answer to give first

Tvarit Components first, then Pathik Dealerships, Lohagarh Steel, and Aarambh Motors last. Tvarit keeps 14% of revenue after capex and its EBITDA holds 78% of its level in a downturn, because its parts are designed into models. Pathik keeps little but steadily. Lohagarh is a price taker whose cash disappears at the trough. Aarambh holds the most power but keeps 3% after capex and burns cash in a downturn.

Step 1What do you compute for each business first?

Two numbers per business, each a line of maths. The cash margin, EBITDA less capex as a share of revenue, says how much of each rupee of sales the business keeps; the trough ratio, trough EBITDA over mid-cycle EBITDA, says how much survives a downturn. A buyout needs both, because the cash pays the debt and the trough decides whether it can. Lohagarh keeps 15% less 7%, 8%, and its EBITDA falls to 47% of normal at the trough. Tvarit keeps 14% and holds 78%. Aarambh keeps 3% and holds 40%. Pathik keeps 4.5% and holds 80%.

BusinessEBITDA marginCash margin after capexTrough cash marginCash conversionTrough / mid EBITDARank
Lohagarh Steel15%8.0%+0.0%53%47%3
Tvarit Components18%14.0%+10.0%78%78%1
Aarambh Motors10%3.0%-3.0%30%40%4
Pathik Dealerships5%4.5%+3.5%90%80%2
Tvarit keeps the most cash and holds up best in a downturn; Pathik keeps little but holds up; Lohagarh's cash falls to zero at the trough and Aarambh's turns negative, which sets the ranking.
Step 2Where does bargaining power sit, and why does it matter more than size?

In a wedding, the caterer, the decorator and the band all depend on the family's budget, but the one with the only good hall in town names the price. Value in a supply chain pools where bargaining power sits, not where revenue is largest: Aarambh has the most revenue, but the link that cannot be replaced, Tvarit's sensors designed into five makers' models, is the one that keeps its margin through the cycle. Lohagarh sells steel at an index price to buyers far bigger than itself and keeps whatever the cycle leaves. Pathik is told its margins and targets by Aarambh, but its service work is steady and needs almost no capital.

Where the bargaining power sits along the chain, and what each link keepsLohagarh SteelRevenue Rs 6,000 crEBITDA margin 15%at the trough 7%capex 7% of revenuekeeps after capex8.0%, trough +0.0%Tvarit ComponentsRevenue Rs 1,200 crEBITDA margin 18%at the trough 14%capex 4% of revenuekeeps after capex14.0%, trough +10.0%Aarambh MotorsRevenue Rs 15,000 crEBITDA margin 10%at the trough 4%capex 7% of revenuekeeps after capex3.0%, trough -3.0%Pathik DealershipsRevenue Rs 2,000 crEBITDA margin 5%at the trough 4%capex 0.5% of revenuekeeps after capex4.5%, trough +3.5%goods flow left to rightPrice takerindex prices, two big buyersHolds powerparts designed into modelsHolds power, poor economicssets terms, but capex and cycleTerms set by Aarambhbut cash-light and steadyRank: Tvarit, Pathik, Lohagarh, Aarambh
Along the chain from steel to the dealer, Lohagarh takes index prices, Tvarit's designed-in parts give it power over the vehicle maker, Aarambh sets the terms for everyone but keeps little after capex, and Pathik accepts Aarambh's terms on a steady, capital-light base.
Step 3How do the four rank, and why?

Tvarit first: the highest cash margin, the best trough and power over its customer, so it can carry real leverage. Pathik second: thin margins, but 90% of EBITDA converts to cash, the trough barely dents it and service income is recurring; the cap on it is that one maker controls its economics. Lohagarh third: a respectable mid-cycle cash margin, but it falls to zero at the trough, so debt must be sized on a year with no free cash. Aarambh last: a business of Rs 15,000 crore of revenue that keeps 3% after capex and burns cash in a downturn is a poor base for borrowing, whatever its strategic position; it would also be the largest cheque by far.

Cash kept against resilience in a downturn: where each link sitswhere a buyout wants to be40%60%80%0%4%8%12%16%Cash margin after capex, % of revenueTroughEBITDA/ midLohagarh: 8.0%, 47%Tvarit: 14.0%, 78%Aarambh: 3.0%, 40%Pathik: 4.5%, 80%
Plotted on cash kept after capex against how much EBITDA survives a downturn, Tvarit sits in the top right at 14% and 78%, Pathik is resilient but thin, Lohagarh is middling, and Aarambh sits bottom left at 3% and 40%, the weakest place for a leveraged buyer.
Step 4What new information would change the ranking?

Say this unprompted, because the interviewer wants to see you hold a view loosely. If Aarambh announced that its next models would dual-source Tvarit's sensors, Tvarit's power would fall at the next model change and it could drop below Pathik. If Aarambh's next models need far less servicing, Pathik's recurring income shrinks and it falls behind Lohagarh. And if Lohagarh had long-term contracts that pass steel price changes through to buyers, its trough would improve and it would move up. Name the test you would run for each: Tvarit's share of each customer's next platform, Pathik's service revenue per vehicle by model, Lohagarh's contract terms.

Where candidates lose it

The common loss is ranking by size or by strategic position and putting the vehicle maker first because it controls the chain. A buyout is paid back from the target's own cash, and Aarambh keeps very little of it.

The second miss is refusing to commit, or committing and then refusing to move. The interviewer asked for a ranking, then for what would change it; both halves are scored.

What the interviewer asks next

  • Aarambh offers Tvarit a 7 year exclusive supply deal at a 3% lower price. Is that good for a buyer of Tvarit?
  • How much debt could Pathik carry if you sized it on trough cash flow?
  • Would your ranking change if you were a growth investor rather than a buyout fund?

Asked at TPG, Leveraged Buyouts, San Francisco, 2018 (Wall Street Oasis): There were other questions revolving around ranking businesses in a supply chain from best investments to the worst.

← Case 041Buy an office park on Rs 60 crore of net operating income at an 8% cap rate with 60% debt at 9%. NOI grows 4% and you sell at an 8% cap after five years. Work the unlevered and levered returns, with no waterfall.Case 043 →Buy-and-build: a vet clinic platform with Rs 40 crore of EBITDA is bought at 12x, six bolt-ons of Rs 5 crore EBITDA each are bought at 6x, integration costs Rs 15 crore, and the group exits at 12x in year 5 with 8% organic growth. Split exit value into organic growth, acquired EBITDA and multiple arbitrage.

Company names and figures are illustrative.

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