Suppose you company is considering purchasing a firm called Cleanco. The management of Cleanco is asking for
Question:
Suppose you company is considering purchasing a firm called "Cleanco". The management
of Cleanco is asking for $20 million for the acquisition. You expect the cash-flow from
Cleanco to be highly uncertain. In particular, cash-flow depends on many uncertain pa-
rameters such as Sales growth, Gross margin, SGA expenses, Variations in working capital,
Litigation liability, and Terminal value of Cleanco. The current data provided to you by
the Cleanco management is as follows:
Annual sales revenue: $40 million.
Annual cost of good sold: $28 million.
SG&A annual costs: $10 million.
Working capital: $4 million.
Tax rate: 34%
You have decided that the appropriate discount rate the acquisition is 12%. You are going
to project cash flows out seven years and then use future growth rate from that point to
assess a terminal value. Below is your assessment of uncertainty involving the factors that
will eventually impact your cash-flow from this acquisition:
1. Sales Growth:
During Years 1-2 there is a 70% chance that growth will be between 3% and
6%, and a 30% chance that growth will be between 0% and 3%.
During Year 3 there is a 40% chance that growth will be between 3% and 6%,
and a 60% chance that growth will be between -3% and 3%.
During Years 4-7 there is a 10% chance that growth will be between 6% and
12%. There is a 40% chance that growth will be between 3% and 6%. There is
a 50% chance that growth will be between -3% and 3%.
2.Gross Margin:
If sales decline, there is a 60% chance sales margin will be between 29% and
32%; there is a 30% chance that sales margin will be between 32% and 34%;
there is a 10% chance that sales margin will be between 34% and 36%.
If sales growth is positive, there is a 15% chance sales margin will be between
29% and 32%; there is a 50% chance that sales margin will be between 32% and
34%; there is a 35% chance that sales margin will be between 34% and 36%.
3. SG&A Expenses:
There is a 30% chance that the change in SG&A expenses will range from -2%
to 1%.
There is a 50% chance that the change in SG&A expenses will range from 1%
to 4%.
There is a 20% chance that the change in SG&A expenses will range from 4%
to 7%.
4.Working Capital:
If sales growth is positive the changes in working capital will equal 15% of sales
growth.
If sales growth is negative there is a 40% chance that the change in working
capital will equal 15% of sales growth and a 60% chance that the change in
working capital will be between 10%-15% of the sales growth.
5. Litigation Liability:
During Year 2 there is a 5% chance of a liability cost that will range between 2
and 3 million dollars.
If there is no liability cost in Year 2, then during Year 3 there is a 5% chance of
a liability cost that will range between 2 and 3 million dollars. If Year 2 liability
cost is greater than 0, there can be no Year 3 liability cost.
6.Terminal Value:
After Year 7 there is a 15% chance the growth rate of free cash flow will be
between 0% and 3%; a 60% chance that the growth rate of free cash flow will
be between 3% and 6%; a 25% chance that the growth rate in cash-flow will be
between 6% and 9%.
Question: Develop a detailed Discounted Cash-flow Analysis spread sheet incorporating all these un-
certainties and recommend whether this acquisition will create value for your shareholder?