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Equity Valuation and Analysis Leanna Dennard: [email protected] Gavin Heckman: [email protected] Kristin King: [email protected] Michael Perrien: [email protected] Jason Sibley: [email protected]

Equity Valuation and Analysis - Texas Tech Universitymmoore.ba.ttu.edu/ValuationReports/Fall2007/Heinz.pdfEquity Valuation and Analysis ... Weighted Average Cost of Capital ... Heinz

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Equity Valuation and Analysis

Leanna Dennard: [email protected]

Gavin Heckman: [email protected]

Kristin King: [email protected]

Michael Perrien: [email protected]

Jason Sibley: [email protected]

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Table of Contents Executive Summary……………………………………………………………………………………………….4

Business and Industry Analysis……………………………………………………………………….……..9

Company Overview……………………………………………………………………………………..9

Industry Overview………………………………………………………………………….………….11

Five Forces Model…………………………………………………………………………………………….…12

Rivalry Among Existing Firms………………………………………………………………….….13

Threat of New Entrants………………………………………………………………………………19

Threat of Substitute Products……………………………………………………………………..22

Bargaining Power of Customers…………………………………………………………………..23

Bargaining Power of Suppliers…………………………………………………………………….25

Value Chain Analysis…………………………………….……………………………………………………..27

Firm Competitive Advantage Analysis…………………………………………………………………….30

Accounting Analysis ……………………………………………………………………………………………33

Key Accounting Policies …………………………………………………………………….………34

Accounting Flexibility …………………………………………………………………………………40

Actual Accounting Strategy ….…………………………………………………………………….41

Quality of Disclosure …………………………………………………………………………………42

Qualitative Analysis …………………………………………………………………………42

Quantitative Analysis ………………………………………………………….……………44

Sales Manipulation Diagnostic ……………………………………………..…44

Expense Manipulation Diagnostic …………………………………..….……50

Potential Red Flags ……………………………………………………..……………………………57

Undo Accounting Distortion ……………………………………………………………………….60

Financial Analysis, Forecast Financials, and Cost of Capital Estimation………………………61

Financial Analysis………………………………………………………………………………………61

Liquidity Analysis……………………………………………………………………………………….61

Profitability Analysis…………………………………………………………………………………..70

Capital Structure Analysis……………………………………………………………………………75

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IGR/SGR Analysis………………………………………………………………………………………78

Financial Statement Forecasting………………………………………………………………….81

Analysis of Valuations………………………………………………………………………………………….88

Methods of Comparables……………………………………………………………………………89

Cost of Equity……………………………………………………………………………………………95

Cost of Debt……………………………………………………………………………………………..98

Weighted Average Cost of Capital……………………………………………………………….98

Intrinsic Valuations………………………………………………………………………………………………99

Discount Dividends Model…………………………………………………………………………..99

Free Cash Flows Model…………………………………………………………………………….101

Residual Income Model…………………………………………………………………………….103

Long Run Return on Equity Residual Income Model…………………………………….104

Abnormal Earnings Growth Model……………………………………………………………..106

Credit Analysis…………………………………………………………………………………………………..108

Analyst Recommendation……………………………………………………………………………………109

Appendix………………………………………………………………………………………………………….111

Heinz’s Ratios…..……………………………………………………………………………………..111

Campbell’s Ratios…………………………………………………………………………………….111

Sara Lee’s Ratios……………………………………………………………………………………..112

ConAgra’sRatios………………………………………………………………………………………112

Regression…..…………………………………………………………………………………………114

Cost of Debt……………………………………………………………………………………………131

Weighted Average Cost of Capital……………………………………………………………..131

Discount Dividends Model…………………………………………………………………………132

Free Cash Flows Model…………………………………………………………………………….133

Residual Income Model……………………………………………………………………………134

Long Run Return on Equity Residual Income Model……………………………………135

Abnormal Earnings Growth Model……………………………………………………………..137

Method of Comparables……………………………………………………………………………138

Reference Page…………………………………………………………………………………………………139

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Executive Summary: Investment Recommendation: Overvalued, Sell as of 11/1/2007

HNZ Stock Price (11/1/07): $45.61 Altman's Z-Score: 52 Week Range: $42.04 - 48.15 2003 2004 2005 2006 2007

Revenue: 9.19B 3.024 2.917 2.809 3.241 3.308

Market Capitalization: 15.1B Shares Outstanding: 319.15M Valuation Estimates:

Percent Institutional Ownership: 62.50% Actual Price (11/1/07): $45.61

Book Value per Share: 5.77 ROE: 40% Financial Based Valuations: ROA: 8% P/E Trailing: $54.82 P/E Forward: $36.76 Cost of Capital: D/P $14.37 Time Period (With 60 observation best) : R2: Beta: Ke: P.E.G.: $30.09 3-month: 0.1722 0.6588 8.5308% P/B: $30.79 1- year: 0.1872 0.6596 8.8368% P/EBITDA: $33.07 3-year: 0.1756 0.667 8.6822% P/FCF: $10.74 5-year: 0.17468 0.66286 8.9614% EV/EBITDA: $54.03 7-year: 0.17493 0.66365 9.1374% 10-year: 0.17524 0.66457 9.3543% Intrinsic Valuation: Discount Dividend: $19.76 Published Beta: 0.62 Free Cash Flows: $25.18 Ke: 11.293% Residual Income: $24.30 Kd (BT): 5.6492% LR ROE RI: $24.57 WACC (BT): 2.5342% AEG: $27.12 WACC (AT): 2.3728%

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Industry Analysis:

Heinz is a producer in the food industry and has many competitors that have

great effects on their decisions and products. They are a leading processed foods

manufacturer and own more than 68 factories world-wide and employing over 33,000

people. Heinz produces in Europe, Asia, and Australia. Food processing factories are

scattered in order to keep shipping and distribution costs low.

Some major competitors for Heinz include Sara Lee, ConAgra, and Campbell’s.

These existing firms battle for more and more market share since the food industry

mostly competes on quantity, not necessarily quality. Based on this high level of

rivalry, the threat of new entrants are very moderate. Since most of the products

produced in the food industry are very simple to recreate, the threat of substitute

products is high, giving the buyer moderate power. Also, since there are a lot of places

to receive the goods needed in the food industry, at least in the United States, the

suppliers have a little power in demanding higher prices from such large companies.

In order to gain a competitive advantage against their competition, firms in the

food industry must continually find ways to save more and more money compared to

the others. Efficient production, economies of scale, low-cost distribution, and product

variety are all key success factors in the industry that a firm must achieve to have a

chance at increasing its market share. Without these major success factors, the firm

would not have the cost saving and product variation needed to stay ahead or even

keep up with the rest of the industry.

Accounting Analysis:

It is very important that companies disclose proper financial statements. Their

information not only portrays how their company is doing but is also shows investors

how the company is doing. This is important for the companies to get loans. It is also

important for the companies to disclose correct information so they do not get in

trouble with GAAP. Heinz’s key success factors are economies of scale, cost leadership,

and low-cost distribution. Economies of scale are used to measure its wealth and size

relative to its competitors, and observe its relationships with its buyers. As the level of

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disclosure continues to increase the level of transparency will also increase to provide

solid information.

Cost leadership is important in the food industry in order to get a position with

buyers to supply the company’s products. The food industry is very price competitive

and having a better priced substitutable product can increase sales versus having fewer

sales due to the cheaper replaceable good. Heinz strives to have competitive prices

and offer promotions on their products, such as coupons. This gives the buyer

incentives over other substitute products.

Low-cost distribution is the last of the key success factors. Since Heinz and the

food industry have to compete on price, they have to make up costs some where. One

way to decrease this risk is to go into long term contract with not only supplier, but also

buyers. This will provide more stability for Heinz and less worry of the future. It will

allow for them to allocate prices more effectively if they know their set price of

transportation.

Heinz strives to be cost effective, continue with a high level of research and

development, price sensitivity, and product variety. They also disclose information in

their 10-K’s that let shareholders and investors know where the numbers came from

and what methods they used. Heinz does a good job of disclosing this information. We

did not find any “red flags” through this process, but we did adjust for goodwill. This

shows that Heinz has a fairly high level of transparency in their disclosures.

Financial Analysis, Forecast Financials, and Cost of Capital Estimation:

We have put together a number of ratios that compare Heinz with three

competitors. We then used different financial information to project what Heinz’s share

price should be and compared it to Heinz’s share price at November 1, 2007. Liquidity,

profitability, and capital structure are the categories of the ratios we ran. We then used

these ratios to construct a forecast for Heinz’s three financial statements. Then we ran

regressions to see which beta was the best to use. Having this beta allowed us to

calculate our cost of debt, cost of equity, and weighted average cost of capital all of

which we would use to value Heinz.

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The liquidity analysis shows that Heinz is a liquid firm. The quick asset ratio,

inventory turnover, and working capital turn over all show this. Heinz is doing well

when looking at the industry especially in the current ratio and days supply of

inventory. The only concern we had with the liquidity analysis for Heinz was the days

sales outstanding. This number is currently in 2007 ok with consideration of the

industry but has come down from the highest number in the industry from the last four

years. This shows that they are aware of the problem and trying to fix it.

The profitability analysis shows that doing well in the food industry and most of

the time at the top of the industry. This is with the exception of Heinz’s ROE. They

have had a very unstable ROE over the past five years and have shown signs of

improvement, but not consistency. The ratios that we ran were gross profit margin,

operating profit margin, net profit margin, asset turnover ratio, ROA, and ROE.

The last analysis was the capital structure analysis. Heinz showed good debt to

equity, times interest earned, and debt service margin. They are in line or at the top of

their industry. Although, Heinz can always improve on their ratios.

We then forecasted Heinz’s financial statements for ten years, starting in 2008

using the last five years of statement information. After analysis of all financial

information, we predicted an average growth rate of 5.4% of net income. We then

forecasted out the balance sheet, income statement, and cash flows statement which

will all help when we do our valuations of the firm.

Valuations:

The next step is to value the firm. We did this by first computing the cost of

equity, cost of debt, and the weighted average cost of capital. To solve the cost of

equity we used the CAPM model. We found the risk free rate and market risk premium

and used the best beta we found during our regression analysis. After finding the cost

of equity, we then found the cost of debt by taking all the liabilities on Heinz’s balance

sheet for 2007 and multiplied them by their corresponding rates. We then added up all

these numbers to get Heinz’s cost of debt. With these two numbers we found the

weighted average cost of capital. We used the WACC equation with the value of

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liabilities over the value of the firm times the cost of debt plus the value of equity over

the value of the firm times the cost of equity.

Then, we computed our method of comparables. This method would show what

Heinz’s stock price should be. Each ratio gave us a different stock price. We ran P/E

forward and trailing, D/P, P/B, P.E.G., P/EBITDA, P/FCF, and EV/EBITDA. We found a

wide range of price from $10.74 from the P/FCF to $54.82 from the P/E trailing. These

wide ranges show that these methods vary in efficiency and effectiveness.

Our final valuation was the intrinsic valuation. This was made up of the discount

dividend model, free cash flows model, residual income model, long run return on

equity residual income model, and the abnormal earnings growth model. Heinz’s share

price will be valued at each of these valuation models and compared to their actual

share price from 11-1-07 which was $45.61. The discounted dividends model and free

cash flows models are both inaccurate in their valuations. They valued Heinz at $19.76

and $25.18 respectively. These both showed large fluctuations where there was a

change in variables. The residual income model valued Heinz at $24.30 and is a more

stable model along with abnormal earnings growth model. And the long run return on

equity residual income model comes up with $24.57 which is also a stable valuation.

Over all, these valuations show that Heinz is an overvalued firm.

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Business and Industry Analysis:

Company Overview:

H.J. Heinz Company, a multi-national corporation, is a major processed foods

manufacturer. In 1869, Henry John Heinz and partner L.C. Noble started selling their

first product, horseradish, to local grocers in Pittsburgh, Pennsylvania. After 31 years of

selling condiments to local grocery stores, the H.J. Heinz Company became a legal

corporation on July 27, 1900. Today, Heinz is a leading processed foods manufacturer

owning more than 68 factories world-wide and employing over 33,000 people. “The

company also owns and leases office space, warehouses, distribution centers and

research and other facilities throughout the world (Heinz 2007 10K).” Food processing

factories are located sporadically throughout the world to make distribution more

efficient. The headquarters for the company still resides in Pittsburgh.

Food Processing

Factories

Owned Leased

North America 23 4

Europe 22 0

Asia/Pacific 14 2

Rest of World 9 3

Total 68 9

*Heinz 2007 10K

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Heinz is included in the food sector of the major-diversified food industry. “Heinz

Company and its subsidiaries manufacture and market an extensive line of processed

food products throughout out the world including the following principal products:

ketchup, condiments and sauces, frozen food, soups, beans and pasta meals, infant

food and other processed food products” (Heinz 2007 10K). Heinz ketchup and Heinz

57 are the two leading products in the condiments sector. Acquiring new companies

around the world helps the company to grow their product line and increase the shelf

space allotted to them. Food processing plants dispersed throughout the world produce

the ingredients needed to manufacture their products. Having plants in numerous

major distribution areas help to keep shipping and processing costs low. Raw materials

that cannot be made in the factories are either bought through contracts with farmers,

or purchased in local markets.

The consumer goods industry contains a large number of companies, but the

main competitors of Heinz include the following: Sara Lee (SLE), Campbell Soup Co.

(CPB), and ConAgra Foods Inc. (CAG). With a market cap of $14.77 billion, Heinz leads

all of their major competitors. Heinz stock performance from 2003 to 2005 was

relatively stable around $46. Although the stock performance of Heinz is not as great

as that of Campbell Soup Co., Heinz net sales are far higher. Heinz stock price has

improved from $33.87 in 2003 to $46.81 today (www.finance.yahoo.com). The S&P

500 has historically been higher than Heinz and their competitors, but Heinz continues

to close the gap more and more every year.

*www.Heinz.com

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“The H.J. Heinz Company has been a pioneer in the food industry for 138 years

and possesses one of the world’s best and most recognizable brands-Heinz. While the

Company has prospered for a long time, we are constantly finding new ways to

capitalize on emerging consumer trends and better methods of doing business (Heinz

2007 10K).” Heinz is constantly looking for ways to improve their current operations

and expand into new factories as needed. With increasing net sales and overall

company growth, Heinz will be incorporating more factories and distribution centers as

they are needed. The increase in revenues and operations allows Heinz to grow their

business all over the world. Also, over 100 new products were introduced within the

past year and many more continue to be developed. A 24% increase in marketing and

a 20% increase in research and development are both helping Heinz to grow their core

portfolio.

2003 2004 2005 2006 2007

Total Assets 9,224,751 9,877,189 10,577,718 9,737,767 10,033,026

Net Sales 8,236,836 7,625,831 8,103,456 8,643,438 9,001,630

Sales Growth (8.5%) (7.42%) 6.26% 6.66% 4.14%

*Numbers from Heinz 2003-2007 10K.

Industry Overview:

The consumer goods sector contains 32 different industries within its sector,

including the Foods-major diversified industry, the industry which Heinz is classified.

Heinz is placed in the major diversified food industry because not just one specialty

item is produced; instead they manufacture numerous different types of processed

foods. Having a wide variety of different products is beneficial to companies due to the

fact that consumers have more to choose from and are more likely to pick one of their

products versus one of their competitors.

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Heinz relies on price competition to be able to keep up with their competitors.

“The Company operates in the highly competitive food industry across its product lines

competing with other companies that have varying abilities to withstand changing

market conditions (Heinz 2007 10K).” Being able to consistently update products and

development strategies is crucial for a company to remain competitive in their industry.

Using a cost leadership strategy will help Heinz to sell their products over other

companies. By having the lowest price for the highest quality good Heinz will be able to

attract and keep more customers.

Risk factors affect the percent of shares Heinz has in the market, and also their

financial analysis. Heinz is a multi-national company and faces the challenge of

currency exchange when totaling their sales and financial statements. Exchanging the

currency to U.S. dollars can cause accounting and numerical errors that will have to be

fixed on the financial statements.

Five Forces Model:

The five forces model is an analysis mechanism to help identify industry

competition, power, and profitability. The degree of actual and potential competition is

the first issue that the five forces model addresses. This competition among firms is a

determinant for prices in the industry. It ranges from the perfect competition state,

where a company’s prices are equal to the marginal costs, to a monopolistic state.

Monopolies can charge any price for any item, hurting the buyer. The five forces model

then examines rivalry amongst existing firms, threat of new entrants, and the threat of

substitute products. These competitive forces are tied closely to firm prices, costs,

products, and competitive moves with industrial firms. The second issue is the

bargaining power of the firm. This is important to firms because it can be an insight to

growth, income, or problems. It allows firm analysts to understand the position of the

firm over the bargaining power to buyers and suppliers.

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Food Industry:

Competitive Force Level

Rivalry Among Existing Firms High

Threat of New Entrants Moderate

Threat of Substitute Products High

Power of Buyers Moderate

Power of Suppliers Low

Rivalry Among Existing Firms:

Problems that firms encounter in the food industry are unpredictable growth,

high industry competition, minimal differentiation, high fixed costs, and exit barriers. In

this industry, there are very high competitive products and pricing pressures due to the

large number of firms. Changes in business factors like pricing, product, or quantity

could lead to major changes in a firm’s profit. As the retail grocery trade continues to

consolidate, the food industry has to modify prices in relation to other firms and

increase buyer relations to be able to remain profitable.

Industry Growth Rate:

A main factor in industrial growth is competition. Having a flat growth industry

creates competition between firms for shelf space in a buyer’s store. A high growing

industry would lead firms to compete highly where price equals marginal cost to stay in

business. Being in a slow growth industry could possibly lead to the expectation of

price wars between competing firms. Having a negative growth would lead to lowering

prices below production costs which would cause a decrease in income. Each growth

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scenario is directly affecting a firm’s income either positively or negatively. This is why

it is important for an analyst to track and predict the growth of industries. Shown in

the chart below, Heinz went from a negative growth to a positive and has steady sales

growth since 2004. The industry shows volatile sales growth. Sara Lee and Conagra

had major problems with their sales in a couple of years.

Sales Growth:

*Numbers from annual sales of each firm.

Concentration of Competitors:

The number of firms in an industry strongly influences how a company is run.

With a high number of firms at any given level, a company will have to aggressively

compete to get business and market share over competitors. Lowering prices, cutting

costs, and changing product lines are possible actions that could be taken in a high

concentration industry. Just the opposite is a low concentration industry where there

are few companies that can agree to charge a high price and receive higher profits

without advertising. This is called collusion. It can be very beneficial to firms and

quickly increase profits and keep them high. It is also important that there is a high

demand for products. The food industry has many firms that compete for the

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customers’ needs or wants. The size of the firm is also very important in the

competition. The smaller companies cannot compare to the larger companies with

numerous product lines and international products. The chart below shows a range

from 15% to 35% market share per firm. The greater a firm’s market share increases,

the more it takes from others in the industry.

Industry Market Share:

Heinz percent of the market has been relatively stable for the past five years.

Although, Heinz net sales have been higher than its competitors for every year.

Having more diversified products than the other companies may reduce the percent of

the market shares because consumers do not realize which products are all made by

Heinz.

*Percentages are from annual sales compared with total industry sales for each year.

Differentiation and Switching Costs:

Businesses in the food industry strive to differentiate themselves from their

competitors by diversifying their product lines. However, there are many food

substitutes for the consumer. Firms appropriate this issue and pursue innovative ideas

to appeal to the customer’s desires. Competing companies fielding similar products

compete primarily on price and shelf space. Having similar products and prices creates

% Market Share

0% 5%

10% 15% 20% 25% 30% 35% 40%

2003 2004 2005 2006 2007

Heinz Campbells Sara Lee Conagra

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low switching costs for consumers. Switching cost is the price that consumers are

willing to pay to switch from one product to a similar product, usually to a cheaper

substitute. Most consumers are indifferent between products and are quickly moved to

switch their buying behavior. Since switching costs are low in this industry, businesses

engage in greater price competition. Companies can also appeal to consumers by

offering new, diversified, healthy products that catch the consumer’s attention.

Economies of Scale:

An economy of scale is a process where a firm increases their size of production

and reducing long run average costs. Any size firm can experience economies of

scales. Introducing businesses outside of the United States is one example of an

economy of scale. Companies would increase the demand for their products and create

more revenue while spreading out their costs. While going international, firms keep in

mind diversity. Diversity is realizing and understanding the differences in multicultural

life. Being diverse with products, advertising, tastes, and values will increase this

success for a company.

Industry Diversity- Gross Profit:

U.S. Europe Asia/Pacific Rest of World

Heinz $1,140,000 $1,240,000 $386,800 $610,722

Campbells $2,657,000 --- --- --- --- --- --- --- $150,000

Sara Lee $6,602,000 $5,458,000 $2,042,000 $3,728,000

Conagra $3,138,500 --- --- --- --- --- --- --- $179,000 * Numbers in thousands from 2007 annual reports. Gross Profit = Net Sales – COGS

The Food Industry has a large market share outside of the United States. Heinz

has shown that selling domestically can be profitable as well as foreign sales. Heinz’s

percentage sold in the U.S. is about 34%, in Europe is 37%, in Asia/Pacific is 11%, and

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the rest of the world is 18%. The major problems that comes up when selling outside

of the U.S. is dealing with exchange rates which are unexpected and can be very

unpredictable. Another major problem is that there are major cultural changes that

have to be made when looking at other countries. People from different cultures might

like a different type of spice in their food or lack of spice. Heinz would have to change

their recipes in order to sell any of their products.

Fixed and Variable Costs:

Costs play a large role in all firms’ success in earning a profit. The larger the

costs are, the less the company receives at the end of the year. Costs also provided

analysts with insight into the future of a company in projecting profit/loss outcomes. A

company ideally would like to have a small fixed to variable cost ratio. Firms should

have incentives to lower prices to increase the capacity of their products. The chart

below shows the food industry’s cost ratios. The average of Heinz fixed cost to variable

cost ratio is about .44, which is the average of 2003 through 2007. This means

companies have about double the variable costs to their fixed costs. This is not

profitable, especially in a price competitive industry.

Fixed Cost to Variable Cost Ratios:

2003 2004 2005 2006 2007

Heinz 0.4235 0.4635 0.4746 0.3645 0.4754

Campbells 0.3023 0.1952 0.1304 0.2769 0.1359

Sara Lee 0.4096 0.4124 0.4355 0.6756 0.4626

Conagra 0.3389 0.4412 0.4450 0.4337 0.4992 *Numbers from annual costs. Capacity:

When considering the capacity of an industry, the optimal goal is to have

demand greater than the company’s product supply. In the food industry, this is not

18

the case. Supply is greater than demand which is said to have excess capacity causing

the firm to lower already low prices in order to increase demand. This creates a

decrease in profits while costs are staying the same and the end outcome is less than

expected. From 2005 to 2006, Heinz had an increase in investing which showed an

effect on net income in 2007 which increase from 2006. Excess capacity in the food

industry is just another indicator that new entrant firms will fail before they even get

started.

Exit Barriers:

Exit barriers are anything that holds a company back from shutting down and

leaving its industry. Regulations can be assigned to an industry that companies have to

comply with before leaving. This is important for the company to consider if the

regulations or barriers cost more than the companies fixed costs. It would not be

reasonable to shut down if the company would have to pay more than could be earned

staying in the industry. That is why exit barriers are important factors in a business’

life. The food industry has few exit barriers to none. Since they would not hold a lot of

food in inventory, this would not take a long time. The most important issue would be

to disperse or sell the entire company’s disposable inventory. Then, it would sell off the

rest of the assets to pay off all costs and close books.

Conclusion:

The food industry is a highly competitive market. The competitiveness stems

from the similarities between company’s products and prices. The industry has a

gradual increasing growth rate, mostly concentrates on prices, competes on gaining

market share domestically and internationally, and has minimal exit barriers. Because

of high price competition, companies switch attention to the financials of costs and

liabilities. By decreasing costs and liabilities, the company will increase its net income.

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Threat of New Entrants:

The threat of new entrants into the food industry is moderate. This industry has

low prices because of competition, which would not attract many new entrants. It is

comprised of many different types of firms ranging from large multi-product companies

to single product small companies. The threat of new entrants depends greatly on the

firm’s size. A billion dollar company would not have to be worried about new firm entry

because of their sheer size, while a small company would suffer from the switching

costs of customers. Economies of scale, first mover advantage, and barriers help

determine new entries into an industry.

Economies of Scale:

When deciding to enter into any industry, there are many important factors to

analyze and consider. The new entering company should compare its capital to the

firms that have the greatest market share. By looking at competitor’s operations, what

it buys and sells, how it invests, and other financial information, a new entrant can

determine if entering would even be worth it. The entrant would start off at a

disadvantage to the older companies. This is due not only to experience, but

economies of scale. The older firms have a positive income, relations with customers

and suppliers, innovations that took years to create, and the research to create new

products. The chart on the next page shows one of the important parts of the balance

sheet a new entrant should look at. Assets take a long time to posses and can add

great value to the company. A lender looks at assets to see if the company can back

up loans and the greater the assets, the greater the loans can be. If the assets are not

large enough, the company would struggle to keep up with other big dogs in the

industry.

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Total Assets:

2003 2004 2005 2006 2007

Heinz $9,224,751 $9,877,189 $10,577,718 $9,737,767 $10,033,026

Campbells $6,205,000 $6,662,000 $6,776,000 $7,870,000 $6,754,000

Sara Lee $15,496,000 $14,879,000 $14,412,000 $14,660,000 $12,190,000

Conagra $15,185,600 $14,310,500 $13,042,800 $11,970,400 $11,835,500

* Annual total assets in thousands of dollars.

First Mover Advantage:

In most industries, the first mover has an advantage over all followers. This is

due greatly to brand recognition, brand loyalty, and setting industry standards. The

first mover could also enter into agreements, especially in the food industry. If there

was a high demand for a product of a first mover, that company could negotiate with

buyers and sellers so that odds are in the first mover’s favor. If the first mover keeps

off new entrants long enough, it could gain revenues and grow to where other

companies are discouraged to try and enter. In the food industry this is very important.

A first mover could come out with a new idea or product and it is important for the

companies to be the first one who do this to get customers. Research and

development play a large role, especially in such a competitive industry as the food

industry.

Channels of Distribution and Relationships:

The grocery stores have been consolidating recently which limits selling capacity

in the industry. This could discourage any new entrants to enter the industry. Plus, the

low product prices could possibly be a flag to an entrant that they would have trouble

getting relationships with buyers and suppliers leading to no shelf space. Entry firms

also have to consider the channel fluctuations in costs, such as energy and fuel costs,

transportations costs, crop failures due to disease or insect infestation, weather

conditions that affect crops, changes in food or drug laws, health and safety matters,

21

export and import restrictions, and currency exchange rates. These would all lead to a

direct effect to the costs of production, transportation, and to an increase or decrease

of profits.

Barriers:

In the food industry, there are strict barriers dealing with obtaining, creating,

and selling a product that consumers put in their body. There is a strict health code

that each firm has to follow throughout its productions process. These barriers

differentiate healthy foods that consumers can trust and foods that could contain

harmful ingredients. Also in the food industry, sometimes there is a recall on food due

to ingredients or the production process. This is very costly to the companies who

produce these defected goods. These companies lose production costs along with the

profit loss and the cost of recalling all the products and disposing of them. These legal

rules could discourage new firms from entering the market due to the threat of major

capital lost.

Conclusion:

The foods industry has a low to moderate threat of new entrants. This is mainly

due to the large number of aged firms already in the industry. Their economies of scale

would be incomparable to a fresh firm. New firms would find difficulty if entered into

the food industry for three main reasons. The first is the first mover advantage. The

industry advantage usually always goes to the initial firm in any industry. The second

reason is the capacity of shrinking distribution channels of suppliers and especially

buyers. This makes it hard for entering firms to start out at equal to experienced firms

already in the industry. The final reason is the high responsibility of legal barriers.

These issues pose high income loss in extreme situations, but minimal in consideration

that people will be consuming the products. All this information listed above points to

limited entry into the foods industry in the near future.

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Threat of Substitute Products:

There will always be a high degree of competition between substitutes in the

food products market. Due to the fact that there are many relevant substitutes for

industry products in this market targeting the same customers, there is a serious threat

of consumers switching to a competitively priced comparable product. The similarity

between product lines with others on the market directly correlates with a low switching

cost for consumers.

Buyers’ Willingness to Substitute:

Since many industry products are functionally as well as economically the same

as many competitor products, buyers have an exceedingly low switching cost for most

industry products. This further emphasizes the fact that the food products industry is a

highly competitive industry. The one exception to this rule is when a particular company

negotiates exclusive contracts with high visibility like restaurants, hotels, or hospitals. In

this case, the respective company may only carry company specific condiments or food

products. Presumably, these contracts are renegotiated on a routine basis, emphasizing

the importance of maintaining solid business relationships with buyers.

Relative Price and Performance:

In light of the fact that in certain instances industry products have superior

branding and name recognition, in some cases they do have a distinct competitive

advantage. However, the industry is flooded with many large and small competitors,

and substitute products remain a considerable threat directly affecting the company’s

bottom line. Therefore, it is important for competitors to charge a similar amount for

their products despite this competitive advantage. The industry’s business strategy is to

continue to reduce costs to increase company profit margins. Industry competitors can

also gain an advantage by having its various brokers and agents initiate new as well as

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maintain existing relationships with its customers (www.finance.yahoo.com).

Maintaining a loyal base of customers is of the utmost importance to the company.

Conclusion:

There are plenty of substitutes readily available and in close proximity in the food

products industry. In this competitive environment, companies are concerned with

losing market share to competitors. Combine these aspects with extremely low

switching costs and it is easy to see why industry insiders focus their efforts on

reducing costs and selling as much product as possible. These efforts coupled with

sufficient brand recognition enable companies to stay ahead of the curve and maintain

increasing profit margins.

Bargaining Power of Customers:

The amount of bargaining power consumers have greatly affects how a firm runs

its operations. The main determinants of this are price sensitivity and relative

bargaining power. Price sensitivity directly affects the amount of bargaining between

buyers and sellers. Relative bargaining power directly affects the ends buyers’ decisions

in which product they end up buying. Major retail supermarket chains, large scale

grocers, hotels, and still smaller local stores are a sampling of the customers industry

competitors sell their products to. Some companies in the industry also have a highly

diverse international customer base, selling products to various food serving entities like

sports stadiums or airlines.

Price Sensitivity:

Price sensitivity is essentially the price customers are willing to pay for the value

they perceive in an item. The value for industry competitors in the food product

industry is largely based upon consumer taste preferences and competitor pricing. This

is mainly evidenced in products like steak sauce, where the recipe is unique and taste is

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a vitally important factor. On the flip side, industry competitors have many products

such as ketchup and mustard that contain the same basic ingredients as competing

products. Due to the fact that these are also very popular items, there are a substantial

number of imitators in the industry trying to chip away at various competitors’ market

share. For these products in particular, brand recognition and price play more of a key

role in sales. To have their products offered in places like Wal-Mart, companies have to

compete on price. This is mainly due to outside pressure from Wal-Mart to maintain a

cheap and affordable price for its customers. This is a double edged sword because

keeping prices for buyers like Wal-Mart low means that companies must also fight to

keep their costs of production low.

Bargaining Power:

Relative bargaining power relates back to an earlier discussion of switching costs.

With low consumer switching costs, companies within the industry must advertise

creatively to set themselves apart with things like television commercials, placing

coupons in newspapers and other local periodicals, and setting up point of sale displays

to further gain brand recognition. The effects to individual companies of potentially

losing customers are also taken into account when discussing bargaining power. As was

previously stated, customers in the food products industry generally have a low

switching cost because the competition’s product can generally be found in the same

store on the same shelf. Companies also must worry about their other set of buyers,

stores they directly sell their products to. These are important negotiations because

they determine in-store shelf space and prices as discussed in the previous section.

Conclusion:

The two most important factors determining customer bargaining power are

price sensitivity and relative bargaining power. To a very large extent, companies

construct their appropriate business strategies in accordance with these factors.

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Bargaining Power of Suppliers:

Relative bargaining power of suppliers is also a key component to companies

maintaining their past success. This is relatively the same as the discussion above on

bargaining power of buyers, except the focus is flipped around the other way now. If

suppliers are highly leveraged with bargaining power, companies may be forced to

comply with that supplier’s stipulations. This could potentially have the effect of

increasing input costs and lowering profit margins. In this case, the firm is at the mercy

of its suppliers. On the other hand, if there are many different suppliers to the

company, then that organization has the more powerful position. With this power they

can force suppliers to decrease their prices and perhaps even dictate more demanding

shipping standards.

Price Sensitivity:

With the food products industry being so large, it has a position of power over its

suppliers because there are a large number of commodities growers. Suppliers must

adapt to the demands made by large companies within the industry because if they do

not, other suppliers would be more than happy to take their place. There is generally a

market rate for the raw materials that companies purchase for their products. In certain

instances however, the company can be held hostage to the commodities markets it

purchases supplies from. Companies buy commodities such as tomatoes, potatoes,

dairy products, and meat to use in its food products. The availability or cost of such

commodities may fluctuate widely due to government policy and regulation, crop

failures or shortages due to plant disease or insect and other pest infestation, weather

conditions, or other unforeseen circumstances (Heinz 2007 10K). These fluctuations in

price and supply could have a detrimental effect on a company’s business. As an

example, Heinz raised its prices this year to offset higher costs of dairy sweeteners and

oils. “This was in response to the rising popularity of ethanol, which drove the price of

corn to record high prices earlier this year (www.forbes.com).”

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Bargaining Power:

Due to the industry’s significant size, there is quite a bit of bargaining power with

suppliers in the industry. The supply chain is still a critical part of the operations

though. Any problem with the manufacturing or distribution sectors of a companies

supply chain could inhibit a company’s ability to make and distribute its products.

Keeping this in mind, it is important for companies to maintain a supply chain that can

consistently and economically purchase raw materials, manufacture, distribute, and sell

its products to customers in a timely manner.

Conclusion:

The bargaining power of suppliers to a very large extent determines how

competitive a company is able to be within a given industry. Maintaining relationships

conducive to consistent and cost effective means of production and delivery is essential

to the survival of any firm in the food products industry. Companies must continue to

find the right balance in maintaining relationships with its buyers and suppliers to stay

relevant within its industry and fully utilize its production capacities in hopes of

maximizing shareholder wealth.

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Value Chain Analysis:

In summary, the food industry in which Heinz is a primary competitor is

characterized by high rivalry among existing firms, a moderate threat of new entrants

into the market, a high threat of substitute products, moderate bargaining power of

buyers, and low bargaining power of suppliers. The factors that contributed to these

conclusions were unpredictable growth, high industry competition, minimal

differentiation, high fixed costs, and exit barriers in the industry. For a firm seeking to

be competitive in the industry, focus must be maintained on various success factors.

Primary concern in the highly competitive food industry, with the variety of

substitutes available to consumers, should be placed on cost leadership, rather than

differentiation. It should be noted that no firm concentrates purely on cost leadership

or differentiation, so a successful competitor will have a combination of both, but

emphasis should be placed on cost leadership.

Competitive Strategies:

In an industry with high competition, many substitute products available, and

little consumer loyalty, a firm competes by becoming a cost leader. Factors involved

with becoming a cost leader include efficient production, low input costs, economies of

scale, and low-cost distribution. However, as mentioned earlier, no firm should be

purely cost-competitive, and in the food industry, firms who offer a great deal of

product variety also prosper.

Efficient Production:

Efficiency is important for any firm in any industry. Getting maximum output at

minimum cost is arguably the most important factor to meet in being competitive. In

the food industry, however, it is very important. Many of the input costs are highly

volatile for the firms in this industry, as they are based on agricultural commodities.

This leads two primary dilemmas for a firm in the industry, the first being that a firm

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must be able to keep costs down when commodity prices are high. This requires

maintaining low costs for other inputs, and an efficient production set-up. The second

dilemma is that all of the firms in the industry are typically getting their agricultural

inputs at the same or very similar prices. For a firm to be competitive in this type of

environment, it must be efficient in its production. To determine whether or not a firm

is an efficient producer, one must monitor the costs of the firm. All costs should be

minimized, and those not directly related to the production process should virtually be

eliminated.

Economies of Scale:

Size matters in the food industry. In order for a firm to be competitive, it must

be large enough to market its product to a wide range of customers. To do this it must

be able to produce its products on a large scale, and distribute those products to many

different locations, in many cases world-wide, while keeping costs as low as possible.

This is difficult for smaller, younger firms to achieve, as it requires good relationships

with buyers, and large amounts of capital. Therefore, in this particular industry, it pays

to be big, wealthy, and established. Obviously, to measure an efficient economy of

scale would be to measure its wealth and size relative to its competitors, and observe

its relationships with its buyers. In this industry, the efficient economies of scale come

from the bigger companies.

Low-cost Distribution:

Another way for a firm to be competitive is to keep its distribution costs down.

This allows for higher profit margins down the line, which is critical in a cost-competitive

industry. In this instance, it helps to be large and experienced, again. Firms that have

the capital and the relationships with distributors have a better bargaining position than

smaller, less wealthy firms and can better keep the costs low. To get a good

measurement of this, one should measure how much the firm is spending on

distribution relative to what its competitors are spending.

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Product Variety:

Product variety is not typically associated with a cost competitive market, as it is

usually more expensive for a firm to produce a multitude of products. In the food

industry, however, there are many different, closely-related products for a consumer to

choose from, and since there is less customer loyalty in this market, it is easy for a

consumer to choose one firm’s product over another’s. Therefore, the more products a

firm can offer a consumer to choose from, the more likely a consumer is to purchase

one of that firm’s products. Many firms in the industry do this either through various

brands, or by using a spin-off product, and in order for a firm to compete, it must do

the same. Efficiency in product variety can be measured the number of products

produced by a firm and the amount generated by each of those products.

Conclusion:

This is a highly competitive industry, as demonstrated by the wide availability of

substitute products, large number of competing firms, and volatility of inputs.

Maintaining a competitive advantage requires that a firm keep its costs as low as

possible. It must maintain efficient production, lowering as many of its input costs as it

can down, keep its distribution costs down, and market to as many consumers as

possible. It must also supply what the consumer is looking for, which requires offering

many different types of products, and yet maintaining low prices. Consumer loyalty is

extremely difficult to come by in this industry, so a firm seeking to be competitive must

cater to whatever a consumer may want.

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Firm Competitive Advantage Analysis:

Heinz has been implementing a two year plan primarily to increase shareholder

value, but has also, helped increase net sales and operating income. This plan aims to

execute several key objectives in order to produce efficiently, grow economies of scale,

lower the cost of distribution, and increase the company’s product variety. These are

necessary for all companies in the food industry, and Heinz has made it a goal to lead

the industry in these aspects in order to stay ahead of the competition in the food

industry. According to Heinz’s most recent 10-K, thanks to the current two year plan,

“The Company achieved its targets for Fiscal 2007 and is well positioned for continued

growth in Fiscal 2008.”

Efficient Production:

In the food industry, it is essential to produce your product very efficiently to

increase profit by reducing cost of goods sold. Heinz in the past year has closed or

divested 16 plants in order to help lower production costs (www.heinz.com). This can

be seen as a precursor to “reducing cost of goods sold by 90 basis points as a

percentage of sales, and total gross profit exceeding the company’s expectations.” The

recent development of a “Global Supply Chain Task force” by Heinz has reduced the

cost of production in the recent fiscal year, and is expected to continue to help drive

production cost down. Since inputs such as agricultural inputs are hard to judge and

usually cost all companies in the food industry practically the same, Heinz is willing to

discard unproductive plants in order to help drive costs that they can more easily

control downwards, according to their most recent annual report.

Economies of Scale:

In this industry, being a large company is very important if you want to have

bargaining power over your suppliers. As stated earlier, the power of the suppliers in

this industry is low since most of the companies are large. For being one of the largest

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companies in a large industry, Heinz is able to, for the most part, negotiate easily with

suppliers (www.finance.yahoo.com). Since Heinz produces so many of so many

different products, they can easily buy in massive quantities, which reduce the cost per

item significantly. By doing this, the company greatly reduces costs, and receives a

great, loyal supplier foundation. Staying with the same suppliers and signing long term

contracts can easily keep costs down as long as they are able to trust these suppliers.

Along with being a large company being able to “strong-arm” suppliers, Heinz, with its

two year plan which includes increasing cash flow and capital, has the ability to buy

certain suppliers so they can even supply some of their own necessities. In addition,

with an acquisition such as of IDF Corp., they can pick up suppliers through acquisitions

of competitors (www.heinz.com).

Low-cost Distribution:

In an industry that almost everyone receives the same products for the same

price, cost reduction is a key component in order to maximize profit margins. Another

way that Heinz is trying to achieve cost reduction is by lowering the cost of distributing

their products. This is a daunting task for a company who sells hundreds of products in

over 200 countries, but they understand they need to lower these costs in order to stay

as profitable as possible. One major way that Heinz has been able to control

distribution costs was by entering into “long-term agreement with ES3, LLC, a leading

national third-party logistics and distribution company, to be its lead logistics provider of

warehousing and distribution services for Heinz's ketchup, condiments and sauces

businesses” (www.es3.com). By signing this agreement, Heinz effectively has given the

task of distributing its goods to a large distribution company that has more distribution

centers in the United States that Heinz products can leave from and find their ways to

stores nationwide.

Product Variety:

In the food industry, firms must go beyond a simple one product in order to be

competitive. Heinz is no different in that they sell not only items such as ketchup and

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mustard, but also meals, snacks, and infant foods. Though their top 15 brands grew

8.5% on the year, nearly 100 new products were launched (Heinz 10-K 2007). Heinz’s

current research and development teams are working on over 200 new products across

these several markets. In order to continue at varying the products that they produce,

Heinz has increased research and development nearly 20% in innovation and consumer

insight. By increasing consumer insight, the company will be able to continue to

research products that consumers actually want or need, making the whole innovation

process less expensive in the long run. The company is looking into “incremental

improvements in… convenience products like portable hand-held snacks… and

microwavable soups in the UK, Australia and New Zealand.”

Conclusion:

Heinz has positioned itself to increase market share by continuing growth

worldwide. By continuing to find ways to produce efficiently, increase economies of

scale by growing at a safe rate, lower the costs of distribution, and research and

develop new products, the company has established its future and put themselves in a

great situation to continue to lower costs and increase profits. Halfway through the

most recent two year plan, the numbers of the past year prove that Heinz has

implemented a great plan in order to stay competitive.

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Accounting Analysis:

The balance sheet, income statement, and the statement of cash flows all show

the current standings of the firm and what it plans to do in the future. The

Management Discussions and Analysis section of the annual report provides insight into

the company’s performances, business conditions, and decisions. Financial statements

are important for numerous reasons. The main reason for presenting all necessary

financial statements is to provide information to investors. Investors are an important

part of any business. Without enough funding for operations, a company would be

forced to leave the industry. Investors fuel the firms operations leading directly to

profits. Another important reason to disclose financial statements is for shareholders.

A firm’s optimal goal is to maximize profits for the shareholders. The statements give

valuable insight to shareholders possibly creating a higher value for the company stock.

These financial statements must be prepared very diligently and properly. There

are many rules put into place so that firms cannot alter numbers or policies to make

their company look better. Firms must follow General Accepted Accounting Practices

(GAAP) that is put in place by the Securities and Exchange Commission (SEC). GAAP

sets the standards, conventions, rules, and procedures that firms must follow when

creating their financial statements. These rules also help investors to understand all of

the financial statements of the company so that they can know what they are investing

in.

Accounting allows managers to have room to modify their firm’s financial

statements to better fit the company. Having the ability to choose their own policies

creates the opportunity for managers to adjust the correct numbers to different

numbers that would make the company appear better off and have higher profits. An

accounting analysis is necessary to look at the financial statements to see if there is

purposeful wrong doings and correct them.

Accounting analysis evaluates the degree to which a company’s financial

statements capture its business principles. Analysts can follow these rules to evaluate

34

the firm’s financial statements and undo the mistakes. The first step is to identify key

accounting policies. A company’s industry characteristics and strategies help to

determine their key success factors. “One of the goals of financial statement analysis is

to evaluate how well these success factors and risks are being managed by the firm

(Palepu & Healy 3-7). The second step is to assess the degree of potential accounting

flexibility. This step connects key accounting policies to potential accounting flexibility

to see where the company can separate from the general structuring of financial

statements. The third step is to evaluate actual accounting strategies. This is where

the analysts can determine true performance from mistakes or changes in financial

statements. The fourth step is to evaluate the quality of disclosure with a qualitative

and quantitative analysis. This step shows how well the financial statements were put

together and how close they are to the actual numbers. The fifth step is to identify

potential red flags. A red flag is anything that the analysis cannot explain and is

directly related to what was found in step four. Any red flags that are found are good

indicators that the manager changed the numbers indicating no explanation. And the

last step in accounting analysis is to undo the accounting distortions that were found in

the previous steps. This is important so firms are transparent and not misleading to

their investors or stockholders. When firms do unknowingly make mistakes they would

be brought to the company’s attention and corrected at this point.

Key Accounting Principles:

When evaluating a company’s key accounting principles it is important to know

the key success factors. Understanding these factors can help the company to decide

which accounting principles to use to keep a competitive edge over their competition.

As stated earlier in the five forces model, the key success factors of Heinz are

economies of scale, cost leadership, and low-cost distribution. Heinz is in an industry

with a large amount of product substitutes, and must go the extra distance to keep

them ahead of their competitors. Setting the costs low will persuade consumers to

purchase their product instead of a higher priced alternative. In order to keep the costs

35

low and maintain cost leadership, Heinz must be efficient in their production and

purchasing of raw materials. When trying to keep the inputs as inexpensive as possible

it allows Heinz to keep their prices low. Product variety is also very important for Heinz

to be able to beat their competition. With so many different products to choose from in

this industry, Heinz must have as many products on the shelves as possible to ensure

success. The more products that Heinz can distribute the more likely the consumer is

to purchase from their line of products. The key success factors help to establish the

following key accounting policies used by Heinz.

Sales Growth:

Due to the highly competitive food processing industry, Heinz has to remain a

cost leader to continue the growth of both the company and net sales. Through

acquisitions and mergers, Heinz continues to expand their operations throughout the

world, and better manage fixed costs. With larger companies it is easier to mass

produce and distribute which keeps costs low. Since Heinz has food processing

factories and distribution centers world-wide, distribution costs are lower. “Gross profit

increased $299.8 million, or 9.7%, to $3.39 billion. These improvements reflect higher

volume, productivity improvements and favorable foreign exchange, partially offset by

commodity cost increases (Heinz 2007 10K).” Heinz is constantly trying to find ways to

increase productivity and decrease costs to raise the gross profit. Over the past five

years net sales of Heinz has been rising except for in 2006 where the sales were

comparable with that of 2005. The net sales growth is shown in the table on the

following page.

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*Heinz 2007 10K

Heinz continues to look forward to new mergers and expansions that will

increase the net sales of the company. “In fiscal 2008, the Company will continue to

invest in improved business systems in order to boost the efficiency of its promotional

programs, particularly in Europe (Heinz 2007 10K).”

Post-Retirement Benefit Plans:

Heinz offers post-retirement health care and benefit plans for those employees

that are eligible. Benefit plans make it difficult for any cost leadership company to keep

their costs low while still following the key success factors. Heinz has to try to

accurately estimate the liabilities and discount rates that will be utilized by their

employees at a future date. It does become hard trying to keep the pension rates

competitive with other companies while still keeping overheads low for the cost

competition in the industry. Heinz has stated in the 2007 10K that “Several statistical

and other factors that attempt to anticipate future events are used in calculation the

expense and obligations related to the plans including assumptions about the discount

rate, expected return on plan assets, turnover rates and rate of future compensation

increases as determined by the Company, within certain guidelines.” Often times this

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type of aggressiveness in accounting strategies can make it hard for the investor to see

what is really true about the company.

Pension Discount Rates

2003 2004 2005 2006 2007

Heinz 5.90% 5.80% 5.50% 5.30% 5.50%

Campbell’s 6.39% 6.19% 5.44% 6.05% N/A*

Sara Lee N/A* N/A* N/A* N/A* N/A*

Conagra 7.25% 6.50% 6.00% 5.75% 5.75%

*Numbers from 10K’s of companies

The table above shows the pension discount rates of Heinz and their

competitors. Decreasing rates means that the numbers are becoming more transparent

to the company and investors. Keeping the discount rates relatively consistent shows

that Heinz is confident in their key success factors. The key success factors are often

used when setting these rates to help keep the costs low.

Operating and Capital Leases:

An operating lease is “A lease for which the lessee acquires the property for only

a small portion of its useful life (www.investorwords.com).” Operating leases are not

recorded on the balance sheet because they are not owned by Heinz, but are usually

included in the income statement as an expense. This can cause the financial reports

to not be transparent as it makes liabilities seem lower than they really are. Operating

leases are utilized by Heinz to gain access to production and office facilities,

warehouses, and equipment that are necessary in production and distribution of

products. These lease obligations “amounted to approximately $104.3 million in 2007,

$97.6 million in 2006, and $101.2 million in 2005 (Heinz 2007 10K).” This is a relatively

small amount compared to the total liabilities.

Capital leases are defined by www.investorwords.com as “A lease that meets one

or more of the following criteria, meaning it is classified as a purchase by the lessee:

the lease term is greater than 75% of the property's estimated economic life; the lease

contains an option to purchase the property for less than fair market value; ownership

38

of the property is transferred to the lessee at the end of the lease term; or the present

value of the lease payments exceeds 90% of the fair market value of the property.”

Capital leases are used by Heinz, but not as often as operational leases. This type of

lease is stated on the balance sheet and is amortized over the asset’s useful life. The

table below illustrates the total long term debt versus operational and capital leases.

< 1 year 1-3 years 3-5 years > 5 years Total

Long Term Debt $538,236 $1,521,200 $1,873,122 $3,259,179 $7,191,737

Capital Leases $10,046 $19,423 $54,391 $33,581 $117,441

Operating Leases $67,002 $108,994 $71,476 $188,163 $435,635

*Heinz 2007 10 K (amounts in thousands)

Operating and capital leases are important in a cost leadership industry. Most

firms will want to keep most of their obligations classified as operating leases to make

the financials more appealing to investors.

Currency Rate Risk:

International companies face numerous market risk factors due to the conversion

of currency into U.S. dollars. Market risk numbers are not included on the balance

sheet because they are not believed to have an affect on the financial situation of the

company. The risks can be somewhat diversified since Heinz owns factories throughout

the world and not just in one market. “The Company may attempt to limit its exposure

to changing foreign exchange rates through both operational and financial market

actions including entering into forward contracts, option contracts, or cross currency

swaps to hedge existing exposures, firm commitments and forecasted transactions

(Heinz 2007 10k).” Maintaining low costs is vital in following the key success factors.

Although some market risks cannot be avoided, it is necessary for Heinz to try and

decrease whatever risks they can.

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Research and Development:

Heinz is constantly looking for new and innovative products that can increase

company value. This requires that a large amount of money be spent on research and

development. R&D is reported in the income statement under the selling, general, and

administrative expenses and not as an asset. Expensing this out ensures that the net

income level is not temporarily higher than the real number.

Recently, Heinz has set out a goal for the company to grow the core portfolio

including the largest brands. The Heinz 2007 10K states that, “This strategy

established targets for increased marketing spending of $50 million and double digit

increases in research and development costs.” This was almost a 20% increase in

research and development in 2007 alone. Continually increasing R&D costs can make it

difficult to remain a cost leader, but Heinz expenses them which help to keep their fixed

costs low.

Heinz is very reliable about following the proper accounting methods of

expensing these costs, and not recording them as an asset. Although this might not be

the best option for cost leadership competition, it is the correct way to report R&D.

This keeps the company in stride with the key success factors and investors.

Conclusion:

With the accounting policies constantly changing, it is important for any company

to keep up with them and make sure that they are following their own key success

factors. Having clear, transparent financial reports is the best way to achieve this.

Heinz does a good job of disclosing all of the information necessary in reporting the

firm’s position. The accounting policies above followed the Heinz’s key success factors

of economies of scale, cost leadership, and low-cost distribution. As the level of

disclosure continues to increase the level of transparency will also increase to provide

solid information.

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Accounting Flexibility:

Firms provide financial statements so that investors can have an accurate

assessment of the firm’s financial position when making investment decisions. The

information provided should be dependable and consistent over time in accordance with

Generally Accepted Accounting Principles (GAAP). The accounting flexibility given by

GAAP allows firms to either accurately depict their current financial position or to

disguise certain shortcomings.

Operating & Capital Leases:

Capital and operating leases are a major area where Heinz has accounting

flexibility. With its operating leases, Heinz leases the right to use a particular property

for operating its business. When the lease is up, Heinz then has the option to either

renew the lease for an additional term or abandon the premises. “The monthly rent

expenses associated with operating leases only show up on the income statement and

not the balance sheet (http://pages.stern.nyu.edu).” This alludes to the fact that

assets and liabilities can be understated by the company when using operating leases.

This does not necessarily reflect the true financial state of the company. This is

problematic because investors will be more inclined to invest if they perceive a company

to be more profitable than it is in reality.

“In a capital lease, the lessee assumes some of the risks of ownership and

enjoys some of the benefits. In this case, the leases are listed as both an asset and

liability on the balance sheet (http://pages.stern.nyu.edu).” Firms usually choose

operating leases over capital leases since capital leases recognize expenses sooner.

Since both lease type amounts are relatively small for Heinz, they maintain accounting

flexibility when choosing which lease style to apply.

Post-Retirement Benefits:

Post-retirement benefits can be very large liabilities for firms. Heinz must

determine the present value of future cash flows they will have to pay out to employees

41

with benefits through careful calculations based on employee base, the discount rate,

expected asset returns, and future compensation rates. “The lower the discount rate,

the more conservative the pension accounting; the higher the discount rate, the more

aggressive (http://beginnersinvest.about.com).” Lower discount rates obviously

represent higher assets for a company because expenses associated with pensions

would be less. Lower discount rates will also cause higher rates of return, thus

increasing the attractiveness of investment within a given company. Heinz has

consistently maintained a lower discount rate than that of its competitors. This

conservative style illustrates Heinz’ supreme confidence in the performance of their core

portfolio of products and acquired businesses enables them to have the flexibility of

lower pension discount rates.

Conclusion:

Accounting flexibility, as provided by GAAP, enables firms to best display their

financial realities in a way they see relevant to their line of business. This power can

also be used to disguise investors into thinking a firm is more valuable than it is in

actuality. Heinz relays helpful insider information on its company in a way that

contributes to the ability of investors to get a fair picture of its financial position.

Actual Accounting Strategy:

The leeway provided by GAAP will cause companies to resort to either aggressive

or conservative accounting styles when making their financial statements. The style

chosen depends upon whether the company wants to give a realistic or unfairly

optimistic view of their current business setting. Heinz appears to have chosen a mix of

conservative and aggressive accounting in formulating its financial statements.

Heinz had $104.3 million worth of operating leases in fiscal 2007. While this

number may seem high, it is a relatively small amount when compared with the

company’s total liabilities. Treating this lease expense as an operating expense on the

income statement enables Heinz to leave these leases off the balance sheet. This could

42

appear to be an aggressive accounting technique when considered on its own, but the

amount is small relative to total liabilities and Heinz’s direct competitors within the

industry use similar accounting methods. This bit of aggressiveness is also offset by the

disclosure of these facts in the financials.

Heinz has pension plans available to eligible employees. “The company sponsors

pension and other retirement plans in various forms covering substantially all

employees who meet eligibility requirements. Several statistical and other factors that

attempt to anticipate future events are used in calculating the expense and obligations

related to the plans (Heinz 2007 10K).” This is used with estimated pension withdrawal

and mortality rates to estimate the company’s future benefits expenses. Heinz has

used a discount rate consistently lower than its competitors, though competitor rates

are essentially in the same ballpark. Heinz has kept its discount rate consistent

between 5.3 and 5.9% for the last 5 fiscal years. This along with an overall lowering of

industry rates when information is available can be seen in the pension discount rates

chart above. “These lowering rates in the industry are viewed as a conservative

accounting measure by respective firms because these lower discount rates will in effect

cause pension costs to rise (http://beginnersinvest.about.com).”

Quality of Disclosure:

A firm’s management can make an outside analyst’s job more or less difficult

when deciding to put together the financials. Managers have a certain amount of

wiggle room in disclosing accounting policies. This makes management’s quality of

disclosure in the financial statements an important part of the firm’s accounting policies.

Qualitative Analysis of Disclosure:

The quality of disclosure provided by the company should be adequate in giving

a realistic view of the current business position without giving away information that

could deplete a firm’s competitive advantage within its industry. The quality of the

disclosed information is crucial for outside analysts to maintain their confidence in the

43

credibility of the company’s management. Misrepresented information, if discovered,

can do unknown amounts of harm to the company in all undertaken future business

endeavors. Heinz makes an effort to disclose and explain much of the information in its

annual reports. Some things like the goodwill mentioned above, however, are not

explained in a concise way that would give the average person a true understanding of

Heinz’s financial reality.

Post-Retirement Benefits:

Heinz does a fairly good job of informing investors about the affairs of both

existing and upcoming product lines and how these will directly affect the financials.

Heinz proves its financial transparency by discussing at length the implications of its

post retirement benefits. This is important to analysts who know that companies have

a large amount of flexibility when it comes to distorting financial statements based on

unsound handling of pension plan accounting. Heinz discusses the importance of

setting the discount rate and summarizes the process of how post-retirement benefits

are accounted for. The company also discusses the sensitivity of these assumptions

and provides examples of how small changes in pension plan assumptions can greatly

influence the expenses associated with the plan. This amount of disclosure is different

with certain Heinz competitors who do not even disclose respective pension discount

rates.

Business Segment Breakdown:

Heinz is also helpful in breaking down the sales of differing product sections by

country. This is especially helpful to outside analysts since Heinz conducts business

worldwide. The percentages on the following page represent fiscal year sales operating

results for 2006 and 2007 taken from the 2007 Heinz 10K.

44

Business Segment Operating Results

2006 2007

North American Consumer Products $2.6B $2.74B

U.S. Foodservice $1.6B $1.56B

Europe $3.0B $3.08B

Asia/Pacific $1.1B $1.20B

Rest of World $330M $427.1M

*Numbers from Heinz 2007 10K

Quantitative Analysis of Disclosure:

Quantitative analysis is used to evaluate a firm’s performance using ratios to put

several different numbers into easy to understand ratios. Based on these ratios,

analysts can gauge how a firm’s accounting policies are affecting their numbers and

possibly misleading investors. Since managers are given flexibility with their accounting

procedures, some numbers may be distorted to help further their personal goals.

There are two different types of diagnostics to check for discrepancies. Analysts

look at both sales manipulation and expense manipulation diagnostics. Comparing

sales numbers such as net sales, inventory, and accounts receivables will show whether

or not there are any uncommon increases or decreases in certain sales numbers which

could overstate sales, while comparing expense diagnostics show whether managers

have tried to understate expenses.

Sales Manipulation Diagnostics:

Since GAAP gives flexibility to managers who have incentives to try to

increase profits, analysts use certain ratios to determine if there are large

inconsistencies in a firms sales ratios. Analysts can look at companies based on their

industry and competition to see if a firm’s performance and sales growth is questionable

45

according to their annual reports. The following sales manipulation diagnostics

compare Heinz with their competitors, Campbell’s, ConAgra, and Sara Lee.

Net Sales/Cash from Sales:

Net Sales/Cash from Sales

0.9

0.95

1

1.05

1.1

2003 2004 2005 2006 2007

Year

HeinzCampbell'sConAgraSara Lee

*Numbers from company’s 10Ks

The ratio net sales to cash from sales are meant to show how much cash is

being received from a company’s net sales. In a perfect situation, the ratio would be

one, meaning that every dollar sold would be turned into cash. However, with

companies being allowed a “tab,” or given sometime before they must pay the bill, the

ratio can easily deviate from that perfect world situation. Since Heinz has kept this

ratio consistently between .99 and 1, they have ensured that they might not lose a

large portion of their sales due to companies not being able to pay them. This ratio is

significant in that cash collection activity supports a firms selling activity. Since the ratio

has remained somewhat constant, it can be said that Heinz has not overstated net sales

based on cash from sales activity.

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Net Sales/Net Accounts Receivable:

Net Sales/Net Accounts Receivable

0

4

8

12

16

20

2003 2004 2005 2006 2007

Year

HeinzCampbell'sConAgraSara Lee

The ratio net sales compared to net accounts receivable shows analysts just how

much more net sales is compared to accounts receivable. For a specific company, their

ratio would be hopefully at or slightly above the industry level. This would mean that

their net sales would be larger compared to their accounts receivable then the rest of

the industry. Heinz has the lowest net sales to net accounts receivable ratios for the

industry based on these four companies. According to this ratio, Heinz has been

increasing their ratio, trying to get away from accounts receivables since they can

sometimes be risky. It is still troubling that they have the lowest ratio, but they seem

to be gaining ground compared to the other competitors.

*Based on 10-K and Annual Reports of their respective companies

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Net Sales/Inventory:

Net Sales/Inventory

0

2

4

6

8

10

12

14

2003 2004 2005 2006 2007

Year

HeinzCampbell'sConAgraSara Lee

The net sales to inventory ratio shows exactly how quickly inventory of a company is

sold. A low ratio could indicate that the company has a higher inventory level, while a

higher ratio could show a lower inventory. Inventory turnover shows how often

inventory is sold off and replaced (www.investopedia.com). Since Heinz has kept a

relatively consistent ratio, there is no indication that net sales are overstated based on

their inventory levels.

Net Sales/Unearned Revenues:

No firms out of Heinz, Campbell’s, ConAgra, and Sara Lee have disclosed in their 10-K

or their annual reports if they have any unearned revenues. It would be safe to

assume that they do have some unearned revenues considering their large industry and

the many companies they serve. However, this ratio cannot be determined without

exact figures and those are not given to the analysts.

*Based on 10-K and Annual Reports of their respective companies

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Net Sales/Warranty Liabilities:

As with the above ratio, warranty liabilities are not disclosed for any of the

competitors in this industry. Either analyst’s should assume that the companies do not

provide warranties on their products since they can easily spoil, or the companies have

just decided not to disclose this information. It is probably safe to say that the

companies do not offer warranties for their products.

The sales manipulation ratios for the above graphs are listed below for Heinz,

Campbell’s, ConAgra, and Sara Lee.

Conclusion:

Overall, Heinz has been very forthcoming about their accounting numbers. Though

they did not disclose unearned revenue or warranty liabilities neither did any of their

competitors. Since their net sales compared to cash from sales, net accounts

receivable, and inventory are consistent and lack any major volatility such as Sara Lee’s

net sales/inventory ratio, Heinz does not manipulate their sales numbers.

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Sales Manipulation Diagnostics

Heinz

2003 2004 2005 2006 2007

Net Sales/Cash from Sales 0.99 0.99 1.00 0.99 1.00

Net Sales/Net Accounts Receivable 6.49 6.98 7.42 8.63 9.03

Net Sales/Inventory 6.56 6.59 6.45 8.05 7.51

Net Sales/Unearned Revenue n/a n/a n/a n/a n/a

Net Sales/Warranty liability n/a n/a n/a n/a n/a

Campbell’s

Net Sales/Cash from Sales 1.00 1.01 1.00 1.00 1.01

Net Sales/Net Accounts Receivable 15.18 13.59 13.89 14.86 13.54

Net Sales/Inventory 8.84 8.52 9.39 10.09 10.15

Net Sales/Unearned Revenue n/a n/a n/a n/a n/a

Net Sales/Warranty liability n/a n/a n/a n/a n/a

ConAgra

Net Sales/Cash from Sales 0.97 1.05 1.00 0.99 1.00

Net Sales/Net Accounts Receivable 16.55 8.38 9.03 9.75 10.00

Net Sales/Inventory 5.40 4.34 5.29 5.39 5.12

Net Sales/Unearned Revenue n/a n/a n/a n/a n/a

Net Sales/Warranty liability n/a n/a n/a n/a n/a

Sara Lee

Net Sales/Cash from Sales 1.00 1.00 0.99 0.96 1.01

Net Sales/Net Accounts Receivable 8.35 8.60 6.77 9.42 9.39

Net Sales/Inventory 5.63 5.72 5.27 12.47 11.69

Net Sales/Unearned Revenue n/a n/a n/a n/a n/a

Net Sales/Warranty liability n/a n/a n/a n/a n/a

*Based on 10-K and Annual Reports of their respective companies

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Expense Manipulation Diagnostics:

Analyzing the following expense ratios over several years allows the analyst to

view trends in the reporting of the firm, and identify potential accounting discrepancies

in the year to year reporting. Using each firm’s own financial statements, we derived

the following ratios and their respective graphs which show these reporting trends.

Because these companies are within one industry, their respective graphs should follow

a similar trend. Therefore, any significant volatility could signal a red flag in the firm’s

reporting, especially of their expenses with respect to these specific ratios.

Asset Turnover:

0

0.2

0.4

0.6

0.8

1

1.2

1.4

2003 2004 2005 2006 2007

Heinz

Campbells

Sara Lee

ConAgra

The asset turnover ratio shows the relationship between sales and assets. It is

essentially a figure that reveals the sales per asset for a firm. Significant volatility in

this graph, suggests inconsistencies between total sales and total assets, neither of

which should sharply change in a short period of time. For instance, a sharp increase in

the ratio would suggest that assets had been consistently overstated over time, and a

sharp adjustment was necessary. Consistently overstating assets would also mean

consistently overstated retained earnings through overstated net income. In essence,

this ratio should be consistent over time, with no volatile jumps or drops.

The above graph reveals that consistency is present in the industry. Heinz is

especially consistent compared to its competitors, suggesting accurate reporting of their

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income and assets over time, and indicating that no future major adjustments will be

necessary, and therefore net income should remain fairly constant.

Cash Flow from Operations/Operating Income:

00.5

11.5

22.5

33.5

2003 2004 2005 2006 2007

HeinzCampbellsSara LeeConAgra

This ratio shows the relationship between cash flow from operating activities and

operating income. Essentially, this ratio tells how much cash is generated from one

dollar of operating income. A low ratio is preferred as it suggests that more cash is

generated from operating activities than from financing or investing activities, which is

important as it means they are profitable in accomplishing their core business, and

aren’t outweighed by their expenses. In the food industry, the ratio is fairly consistent

across the board, as each of the firms have been in the business for a while, and have

continuously improved their efficiency over time. This is especially true of Heinz, as it

appears to be the most consistent over the last five years, suggesting that it is well

practiced at managing its expenses and maintaining decent cash flow over time.

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Cash Flow from Operations/Net Operating Assets:

00.10.20.30.40.50.60.7

2003 2004 2005 2006 2007

HeinzCampbellsSara LeeConAgra

This ratio reveals the relationship between the cash generated by operating

activities and the net operating assets, which consist primarily of the firm’s plants,

property, and equipment, or fixed assets. Typically, the higher the ratio, the greater

the cash flow produced by these fixed assets. A low ratio might suggest that the firm is

not capitalizing all of its fixed assets and expensing them instead, typically through an

operating lease. The graph represents a fairly volatile industry with respect to this

ratio, suggesting that some of the firms are not consistent in the way they capitalize

fixed assets. Heinz, however, is consistent over time, and does not use any major

operating leases, suggesting accurate reporting of its fixed assets and, therefore,

expenses.

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Total Accruals/Change in Sales:

-8-6-4-202468

10

2003 2004 2005 2006 2007

HeinzCampbellsSara LeeConAgra

This ratio shows the relationship between the total accruals and the change in

sales from the previous year. Total accruals are the net income of the firm less the

cash flow from operations, and consist of liabilities and non-cash assets, like goodwill,

future tax liability and future interest expense. This ratio is essentially a measure of

how much of your increase in sales will be needed to cover future expenses. The

industry appears to be fairly volatile, suggesting that accruals for several of the firms in

the industry are not consistent over time. This is a red flag for these firms, suggesting

that much of their future sales will have to be spent on expenses they are accruing at

the present, which is not a good practice. Heinz, however, is consistent, yet again,

which is a good sign that they are controlling their expected future expenses, and most

their sales will not already be spent for them. This means that Heinz will be able to

allocate the revenue generated from their sales to increase efficiency, rather than to

pay off accrued debt occurred in the past.

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Pension Expense/Selling, General, and Administrative Expenses:

00.050.1

0.150.2

0.250.3

0.350.4

2003 2004 2005 2006 2007

HeinzCampbellsSara LeeConAgra

This ratio shows the relationship between the amounts spent on pension with

respect to the administrative expenses. It is essentially a measure of the percentage of

their total selling, general, and administrative expenses that is pension expense.

Obviously a lower ratio would suggest lower spending on pensions, or employees who

no longer work for the company, which is preferable. The food industry, being both old

and large, has considerable pension expenses. The graph indicates, however, that the

amount being spent on pensions is fairly low with respect to the total administrative

costs. This means that future earnings for the firms will not be weighed down by high

pension expenses. Heinz has decreased over time, signaling that less income is being

spent on pensions, opening it up for investment in efficiency.

Conclusion:

In the industry as a whole, there are several discrepancies in the ratios that

deserve attention and concern. However, Heinz demonstrated consistency in each of

the ratios and graphs, which can be relieving for an analyst. Though there may be

some minor discrepancies in their accounting and reporting, there is nothing that

generates an immediate red flag, suggesting inaccurate reporting of expenses or net

income. With the ratios and their respective graphs as guides, Heinz appears to use

generally fair and honest reporting standards, and does not generate much concern.

55

Certainly, some skepticism should be exercised, but Heinz’s consistency throughout the

past five years indicates to us that their numbers are not lying.

The following table shows the amounts for the ratios used in the above graphs

for each firm.

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Expense Manipulation Diagnostics

Heinz 2003 2004 2005 2006 2007

Asset Turnover 0.89 0.85 0.84 0.89 0.90

CFFO/OI 0.77 0.91 0.86 0.97 0.73

CFFO/NOA 0.46 0.61 0.54 0.57 0.53

Total Accruals/Change in sales -0.55 -2.51 -0.82 1.60 -0.77

Pension Expense/SG&A 0.13 0.12 0.04 0.04 0.02

Campbell’s

Asset Turnover 1.08 1.07 1.04 0.95 1.22

CFFO/OI 0.72 0.61 0.81 0.97 0.49

CFFO/NOA 0.47 0.39 0.50 0.63 0.33

Total Accruals/Change in sales -0.51 -0.23 7.65 -1.69 0.34

Pension Expense/SG&A 0.02 0.03 0.03 0.03 0.02

Sara Lee

Asset Turnover 0.64 0.75 0.78 0.78 1.01

CFFO/OI 2.31 1.95 1.43 3.00 0.88

CFFO/NOA 0.55 0.61 0.43 0.25 0.09

Total Accruals/Change in sales -1.31 -0.70 -6.92 -6.23 0.01

Pension Expense/SG&A 0.03 0.05 0.05 0.05 0.04

ConAgra

Asset Turnover 1.10 0.99 0.89 0.96 1.02

CFFO/OI 0.45 0.42 1.00 1.20 0.77

CFFO/NOA 0.25 0.20 0.39 0.47 0.41

Total Accruals/Change in sales -0.02 -0.09 -0.97 -5.44 -0.33

Pension Expense/SG&A 0.31 0.32 0.36 0.36 0.28

*Based on 10-K and Annual Reports of their respective companies

57

Potential Red Flags:

When firms create their financial statements, mistakes or purposeful errors can

be made. This is the job of the analyst to find and correct these “errors.” They look at

all the numbers in the statements, especially the previous data stated above. This

gives in depth insight into the company and can also help to see how well the company

is doing. Analysts should also look for numbers that do not make since or

unexplainable. This is a very good indicator, or flag, that the numbers need to be

corrected.

When examining Heinz, we have looked at six years of moving data of 10-Ks to

understand and compute possible errors that might be in the financial statements.

Heinz has shown a conservative and aggressive mix in accounting policies. They

comply with all of GAAP. The only issue that we found on the six years of financial

statements is the inconsistency of numbers between each year’s statements. After

discovering these errors, the first thing that we looked at was the financial notes to see

if there was an explanation to this inconsistency. In our understanding, this could

happen for several reasons. The first could be that the company changed their

numbers from previous years to better project actuality in those years or if the

company changed the type of accounting style of preparation of the statements. This is

the less likely of the two due to rules from GAAP, which would force them to state the

change in accounting methods, which indeed they did not. Leaving the conclusion that

Heinz changed some of the numbers from previous statements because of adjustments.

On the following page is an example from Heinz 10-K in 2007.

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H. J. Heinz Company and Subsidiaries

Consolidated Statements of Income

Fiscal Year Ended May 2, 2007 May 3, 2006 April 27, 2005 (52 Weeks) (53 Weeks) (52 Weeks) (In thousands, except per share amounts)

Sales $ 9,001,63 $ 8,643,43 $ 8,103,45Cost of products sold 5,608,73 5,550,36 5,069,92Gross profit 3,392,90 3,093,07 3,033,53Selling, general and administrative expenses 1,946,18 1,979,46 1,752,05Operating income 1,446,71 1,113,61 1,281,47Interest income 41,869 33,190 26,939Interest expense 333,270 316,296 232,088Asset impairment charges for cost and equity

investments — 110,994 73,842 Other expense, net 30,915 26,051 14,966Income from continuing operations before

income taxes 1,124,39

9 693,461 987,515 Provision for income taxes 332,797 250,700 299,511Income from continuing operations 791,602 442,761 688,004(Loss)/income from discontinued operations,

net of tax (5,856) 202,842 64,695 Net income $ 785,746 $ 645,603 $ 752,699

On the next page is the 10-K from 2005. Consider the numbers that are

highlighted, related to the 10-K above, and notice that they are not the same.

59

H. J. HEINZ COMPANY AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME Fiscal Year Ended -------------------------------------------- April 27, 2005 April 28, 2004 April 30, 2003 (52 Weeks) (52 Weeks) (52 Weeks) -------------- -------------- -------------- (In thousands, except per share amounts) Sales............................................ $8,912,297 $8,414,538 $8,236,836 Cost of products sold............................ 5,705,926 5,326,281 5,304,362 ---------- ---------- ---------- Gross profit..................................... 3,206,371 3,088,257 2,932,474 Selling, general and administrative expenses..... 1,851,529 1,709,000 1,758,658 ---------- ---------- ---------- Operating income................................. 1,354,842 1,379,257 1,173,816 Interest income.................................. 27,776 23,312 31,083 Interest expense................................. 232,431 211,826 223,532 Asset impairment charges for cost and equity investments..................................... 73,842 -- -- Other expense, net............................... 17,731 22,192 112,636 ---------- ---------- ---------- Income from continuing operations before income taxes and cumulative effect of change in accounting principle............................ 1,058,614 1,168,551 868,731 Provision for income taxes....................... 322,792 389,618 313,372 ---------- ---------- ---------- Income from continuing operations before cumulative effect of change in accounting principle........ 735,822 778,933 555,359 Income from discontinued operations, net of tax... 16,877 25,340 88,738 ---------- ---------- ---------- Income before cumulative effect of change in accounting principle............................ 752,699 804,273 644,097 Cumulative effect of change in accounting principle...................................... -- -- (77,812) ---------- ---------- ---------- Net income....................................... $ 752,699 $ 804,273 $ 566,285

After our considerations, Heinz 10-K from 2007 states that “The preparation of

financial statements, in conformity with accounting principles generally accepted in the

United States of America, requires management to make estimates and assumptions

that affect the reported amounts of assets and liabilities, the disclosure of contingent

assets and liabilities at the date of the financial statements, and the reported amounts

of revenues and expenses during the reporting period. Actual results could differ from

these estimates.” By making these estimates, they find out at a later date that those

estimates were wrong, they go back through the numbers and correct the previous

year’s statements. This is why there was a difference in numbers for the year 2005

above. This shows that Heinz obeys and complies with all of SEC and GAAP rules.

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Undo Accounting Distortions:

If we were to find any mistakes in Heinz’s financial statements, here is where we

would correct them. It would be impossible to correct all of the mistakes even with all

the provided information by the firm. Analysts would focus on corrections that would

have a major impact on the company and the understandings of investors. If the effect

is minimal in terms of overall or long term picture, analysts would not mind the

correction.

Since Heinz has not shown any misstated material, we are unable to correct or

“undo” any of the financial statements. Heinz’s financial statements have proven to be

clear and transparent of it disclosures. This is represented mainly by the notes given

about any numbers or change in numbers. The only thing Heinz would have to adjust

for is goodwill because it is a distortion to total assets. Goodwill is the excess purchase

price of another business over its true market value. This is an intangible asset that

Heinz reassesses the value of annually. The company should amortize goodwill over

five years. This allows for the assets to decrease creating lower liabilities. Goodwill for

Heinz amounts to $2.8 billion out of the company’s total assets of $10 billion. This

means that roughly 28% of the company’s assets are merely intangible assets. This is

a high number that definitely distorts the true financial standpoint of Heinz. Heinz has

also proven to be a moderately conservative and aggressive on their accounting

policies, showing where they lead to lower reported earnings and sometimes to higher

reported earnings.

61

Financial Analysis, Financial Forecasts, and

Cost of Capital Estimation

Financial Analysis:

Evaluating a company’s financial statements is a critical step in valuing a firm,

and has been made possible through ratio analysis. Ratio analysis allows for a

complete view of the profitability of a firm while comparing it to the competitors in their

industry. This analysis is a way to compare of all the financial statements of a company

including their balance sheets, income statements, and statement of cash flows.

Liquidity Ratios, Profitability Ratios, and Capital Structure Ratios are the three

classifications of ratios that determine the overall value of the company. These ratios

can be used to forecast a company’s future performance based on their own historical

performance and that of their competitors. This portion of the report will show how

Heinz performs relative to the competition.

Liquidity Analysis:

Liquidity ratios are a class of financial metrics that are used to determine a

company's ability to pay off its short-terms debts obligations (www.answers.com). The

credit risk of a company is often determined by the liquidity ratios associated with the

company. Higher liquidity ratios are preferred because it shows the lender or investors

that the company has the means to pay off their short-term debt if necessary. The

liquidity ratios most commonly used include the following: current ratio, quick ratio,

inventory turnover, receivables turnover, and working capital turnover. The inventory,

receivables, and working capital turnover ratios also show how fast capital gets into the

company and how fast it goes out.

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Current Ratio:

This ratio shows the difference between a company’s current assets (cash, cash

equivalents, short-term investments, receivables, and inventory, and their current

liabilities (short-term payables and debt)). A ratio of 1:1 would mean that for every $1

of current assets the company had $1 of current liabilities. This would mean that the

company would be able to pay off all of their current liabilities immediately if that ever

became necessary. In order for companies to make their current ratios better they

would need to increase their current assets or decrease current liabilities. A higher ratio

is wanted by companies because it shows that they are a more liquid company which is

attractive to investors. Banks usually look for a 2:1 ratio just for this reason. The

lenders are making sure that the company will have the loan covered by assets or

capital.

Heinz had a ratio that was strong in 2003, but has decreased through the years

as it approached 2007 closing the gap between themselves and Sara Lee. They ended

up a little about .6, which still is fairly high compared to its competitors and the

industry. Campbells has the lowest ratio of around .3. Overall, the companies in this

industry are all relatively close and can most likely pay off their debt. The choice of

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more debt to finance the current debt might be a decision, or sell off assets. Heinz

continues to stay in close proximity of their competitors and in line with the industry.

Quick Asset Ratio:

The quick ratio, also known as the acid-test, relates the current assets (cash,

cash equivalents, short-term investments, and receivables) to the current liabilities.

Inventory is not included in this calculation because it is hard to easily convert to cash.

This ratio is usually more conservative than the current ratio, and shows the true shape

of the firm if they needed to pay off short-term liabilities within fairly quickly terms.

Heinz has been increasing their quick ratio over the years which will make it

more difficult to pay off short-term debt if they needed to. This declining number of

the competitors in the industry may be alarming to potential investors, but Heinz is

within proximity of their competitors and could easily raise this number by increasing

quick assets. This is a common problem among the processed foods industry due to

the fact that they have large inventories.

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Receivables Turnover:

The receivables turnover ratio is the net sales divided by the accounts

receivables at a specific year. This ratio tends to be higher if a company efficiently

collects their accounts receivables, or collects most of their sales on a cash basis. The

receivables turnover ratio assesses how proficiently the assets are being used by the

company. A higher ratio means that the company is not collecting their accounts

receivables in a timely manner. This would not be ideal, because the longer a company

does not collect receivables, the higher the risk of uncollectable leading to lower end

profits. A lower ratio would tell investors that the company is effectively collecting from

their customers and closing receivable accounts.

Heinz historically has an accounts receivables turnover ratio average of 7.8. This

number has steadily increased over the five year period. This shows that Heinz has

been collecting their receivables faster than previous years. This is very beneficial to

Heinz because it could appeal to potential investors or potential stock holders.

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Days Sales Outstanding:

Days sales outstanding is a means of measuring how long it takes for a company

to collect the money for the credit they extended. This ratio is the number of days in a

year (365) over the receivables turnover from above. This ratio is also used in

calculating the cash-to-cash cycle for the company. The typical range for days

outstanding is 30 days to 90 days. Historically, the processed foods industry is much

lower because of their large inventories and the quick turnover rate. These companies

need to keep the shelves stocked in their retailer which requires a faster turn-around

rate in all areas. Historically, Heinz has had a day’s outstanding ratio higher than that

of their competitors. This could be higher due to numerous reasons; one being that

Heinz is a bigger company than their competitors and will most likely have a higher

accounts receivable number. Another reason could be that Heinz is a multi-national

company and has a larger scale of operations than its competitors. But Heinz has

started to decrease back down to the industry average which is better for Heinz. This

normal return shows that Heinz can put the revenue back into the production merry-go-

round.

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Inventory Turnover:

Inventory turnover is the difference between companies’ cost of goods sold and

their inventory. This ratio measures how often a company sells and produces its

inventory during a year. A high inventory turnover ratio means that the products are

being sold quickly. A company wants a higher number for inventory turnover because

this means that the products are selling and being replaced faster.

The average for Heinz over the past five years has been 4.52:1. This number

means that the company replaces its inventory about 4 ½ times per year. If Heinz

wanted to be more productive they could find ways to increase this number which

would make them more competitive. Selling products at a faster rate would increase

this number, and make Heinz comparable to Sara Lee and Campbells. Conagra is the

only company that is consistently lower than the other companies in the industry.

Overall, Heinz is keeping up with the industry average but could increase their turnover

to help lower costs and increase profits.

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Days Supply of Inventory:

The days supply of inventory ratio is calculated by taking 365 days in a year and

dividing it by the previously mentioned inventory turnover ratio. A smaller ratio is

sought after because this means that the inventory is not sitting in a warehouse or

store a long time before it is sold. The standard ratio for this industry is between 90

and 120 days. Heinz has a days supply of inventory average of 81.52 days for the past

five years. Heinz is consistently in the middle of the ratios of their competitors, but has

been decreasing slightly in recent years. As seen in the graph this ratio for the food

processing industry is very volatile.

This ratio is also used to calculate the cash-to-cash cycle mentioned earlier.

Taking the days supply of inventory ratio and adding it to the days sales outstanding

yields this cycle. The cash-to-cash cycle is a metric that expresses the length of time,

in days, a company takes in order to convert resource inputs into actual cash flows

(investopedia.com). This number signifies how quickly a company can convert its

inventory into cash through sales.

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Working Capital Turnover:

Working capital turnover is measured by taking the net sales divided by working

capital. A company’s working capital is the current assets minus the current liabilities.

Companies want a higher working capital turnover because it shows that the company

has larger revenues than the money being used to create the sales. Heinz has been

increasing their working capital turnover meaning that they are making more money

through sales than they are spending on the products sold. The industry average for

the past five years is 10.80. Although Heinz has not always had the highest working

capital turnover, they have recently started increasing their turnover, making them the

stable against their competitors. Currently, in 2007, Heinz is tied with Campbells for

leading the food industry in the working capital turnover.

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Cash-to-Cash Cycle:

The cash-to-cash cycle measures how many days it takes for a company to

convert their products into a cash flow. Investopedia.com says “that this cycle attempts

to measure the amount of time each net input dollar is tied up in the production and

sales process before it is converted into cash through sale to customers.” This cycle is

calculated by adding the account receivables turnover in days and the inventory

turnover in days. A shorter cycle shows that the company can turn over products faster

and get cash to reinvest in more products quicker. Heinz is around the industry

average for number of days in the cash conversion cycle. If Heinz wants to have more

money to put back into new products they will need to decrease their cash cycle.

Conclusion:

Overall, the liquidity ratios of Heinz show that they are a liquid firm. They have

the highest current ratio amongst their competitors and a quick asset ratio comparable

with their competitors. Heinz continues to remain in step with their competitors in the

other ratios including inventory turnover, receivables turnover, working capital turnover,

and the cash-to-cash cycle.

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Profitability Analysis:

Profitability analysis uses gross profit margin, operating expense ratio, net profit

margin, return on assets, return on equity, and asset turnover to evaluate a firm’s

efficiency in generating profits. These measure the firm’s operating efficiency and

productivity of the firm.

Gross profit margin:

“A financial metric used to assess a firm's financial health by revealing

the proportion of money left over from revenues after accounting for the cost of goods

sold. Gross profit margin serves as the source for paying additional expenses and future

saving (www.investopedia.com).” Gross profit margin is computed by taking the

company’s gross profit (sales- COGS) and dividing it by sales. Companies prefer a

higher gross profit margin, because it means that the company will have more money

left in retained earnings. Over the past five years Heinz has averaged a gross profit

margin of 36.89%. This number appears to be consistent with the industry average

over the same time period. The one exception to this is Conagra, which has an

unusually low ratio.

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Operating profit margin:

Operating profit margin is the ratio between operating income and net sales.

Operating margin gives analysts an idea of how much a company makes (before

interest and taxes) on each dollar of sales (www.investopedia.com). This relationship is

important because it allows investors to see if expenses are decreasing and net sales

are increasing. Ideally, firms would prefer to have a higher operating margin. Heinz’s

profit margin has been around 15.04% along with Campbells. The other extreme is

Sara Lee and Conagra’s low margin. This splits the industry in two. And Sara Lee’s

lower than normal average due to a negative operating income in 2007 gives a possible

future hazard. Heinz has remained at the upper end of the industry average in recent

years but could improve their operating profit margin ratio to be more competitively

aligned.

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Net profit margin:

Net profit margin is derived by placing net income over sales. This assesses the

amount of each dollar of sales preserved in earnings. When this number is compared

with the industry average, it can give an analyst keen insight into the profitability of the

firm. Heinz’s profit margin of 8.58 has been relatively high compared to industry

standards. But again we see an industry split occurring between Heinz and Campbells

and Sara Lee and Conagra.

Asset turnover ratio:

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The asset turnover ratio shows the relationship between assets and revenue. It

is the ratio of revenue to total assets. As evidenced by the graph above, Heinz’s five

year asset turnover ratio of .84 is clearly lower than the industry average, but has

increased in the last three years. “Companies with high profit margins usually have low

asset turnover thus indicating pricing strategy (www.investopedia.com).” This is

consistent when Heinz’s cost competitive strategy is taken into account.

ROA:

Return on assets is the ratio of net income to total assets of the previous year.

This percentage ratio gives an idea of how profitable a company is in comparison to its’

assets. Heinz’s five year average ROA is 7.17%. It is at the upper end of the industry

along with Campbells. This shows that Heinz management has done a fair job of

utilizing its assets to generate earnings.

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ROE:

Return on equity is the ratio of net income to shareholder equity. This ratio

shows the firm’s profitability attained with the money invested by shareholders. Most of

the companies in the industry have had a sharp decline in ROE over the last five years.

These changes are connected with interest rates. The one exception is Conagra, who

has actually had a rise in ROE. Over the past fiscal year, ROE did climb back

substantially higher for Heinz to about 40%. The high industry ROE levels from five

years ago would be difficult to sustain for long periods. The recent levels of ROE have

been more realistic for sustainability by companies in the food products industry.

Conclusion:

When comparing all the Heinz profitability ratios with others in the industry, it’s

clear that Heinz is at or near the top next to Campbell. All measures have maintained

relative stability except of course for ROE as stated above. Heinz’s superior

performance in profitability analysis demonstrates that company management has

implemented successful business strategies over the past five years.

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Capital Structure Analysis:

Capital structure analysis focuses on a company’s ability to cover debt with

shareholder’s equity. Debt to equity, times interest earned, and debt service margin all

provide insight into how well a company is accomplishing this task. Heinz is compared

to its industry competitors below.

Debt to Equity:

The debt to equity ratio is total liabilities to shareholder equity. “This ratio

indicates what proportion of equity and debt the company is using to finance its assets.

A high ratio means that a company has been aggressive in financing its growth with

debt (www.investopedia.com).” Heinz is near the top of the industry average in this

respect, especially in 2007 when they had the highest ratio for the industry. The chart

indicates Heinz has had a high debt to equity ratio over the past 5 years when

compared to the industry average.

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Times Interest Earned:

Times interest earned is used to measure a firm’s ability to meet its debt

obligations. “It’s calculated by taking earnings before interest and taxes and dividing it

by the total interest payable on bonds and other contractual debt

(www.investopedia.com).” This shows how many times a company can cover its

interest charges before taxes. Heinz’s average of 4.93 over the past five years is

around the middle of the pack for its industry. This number has been down from

around 6 over the past couple of years. A low number would indicate the company may

be at risk of bankruptcy because they may not be able to cover their interest charges to

debtors. On the flip side, too high of a ratio would indicate a lack of debt. “The rationale

is the company would yield greater returns by investing earnings into other projects and

borrowing at a lower cost of capital than what it is currently paying for its debt to meet

debt obligations (www.investopedia.com)” This ratio indicates that Heinz has plenty of

earnings to support its interest payments to debt holders. At the same time the number

is not at a level that would indicate an unwanted lack of debt.

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Debt Service Margin:

Debt service margin shows how well a firm pays debt service with cash flows

from operations. The higher the margin, the better it is for the company. Heinz has a

debt service margin a bit above the industry average of about 1. Heinz is much lower

than Conagra and only marginally greater than Sara Lee in this respect. This says that

Heinz can cover its current notes payable and have cash left over at year’s end. But

they can always increase to be the leader of the industry.

Conclusion:

After taking into consideration Heinz capital structure ratios with the averages of

the industry, it’s clear that Heinz is better than average in most cases. This indicates

Heinz’s favorable ability to pay debt to its creditors and would not raise any red flags in

analysis. In any case, Heinz can always improve.

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IGR/SGR Analysis:

Growth rate analysis is valuable to a company by showing the amount of profits

they can expect in the future if continued at current rates. Obtaining these rates give

an idea of the possible profits and financial influence the firm has. Using the previously

stated return on assets, the debt-to-equity ratio, and the dividend payout ratios this

analysis can be computed.

Internal Growth Rate:

“Internal Growth Rate (IGR) is the highest level of growth achievable for a

business without obtaining outside financing (www.investopedia.com).” This involves

finding ways to increase the total assets without having to use external financing.

Being able to finance future projects without having debt in the capital structure is

valuable for any company. The internal growth rate is found by multiplying the return

on assets by one minus the dividend payment. A higher IGR is wanted by companies

and also shows that they are able to grow the company while maintaining low debt

levels.

Year 2003 2004 2005 2006 2007

Heinz IGR 1.425%

1.673% 1.581% 1.288% 1.552%

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Heinz has an IGR much lower than the average of the competitors of their

industry. This number shows that Heinz finances mostly through external financing and

not their own assets. Averages of the competitors could also be higher than Heinz

because both Sara Lee and Conagra have not paid dividends within the past five years.

This number could also be lower because our net income forecasting is too progressive

compared to our dividend growth rate. This would cause a smaller ROA and therefore

a smaller IGR. Overall, Heinz would need to increase their IGR by using more internal

financing to keep in line with their competitors.

Sustainable Growth Rate:

Sustainable Growth Rate (SGR) allows the company to evaluate the maximum

growth rate possible without adding debt to their existing capital structure. SGR is

determined by using the IGR and adding the debt-to equity ratio to it. This rate should

remain at the same growth rate as the IGR since it is used in the calculation. “The SGR

is a measure of how much a firm can grow without borrowing more money. After the

firm has passed this rate, it must borrow funds from another source to facilitate growth

(www.investopedia.com).” If the maximum SGR is surpassed then the company will

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have to use leverage to keep their current growth level. Therefore, the higher the IGR

is the higher the SGR will be.

Year 2003 2004 2005 2006 2007

Heinz SGR 6.697% 4.257% 3.098% 3.777% 4.481%

Heinz has a SGR that is competitive with the industry, and in recent years Heinz

has increased their growth rate to above the average. Although the SGR has been

decreasing, this is not a big concern for the company because of the mergers and

buyouts that they often have. Heinz is constantly growing their company and this

would cause for a lower SGR.

Conclusion:

Heinz has an IGR below the industry average but an SGR that is better than

average. These rates determine the amount of debt a company will need to finance

future projects. External financing could affect the level of profitability the firm is able

to make. If a firm has to increase their debt it will ultimately decrease the profits due

to the increase in liabilities. Heinz has a low IGR which means that projects are

financed more through external sources versus internal sources. To help increase

future profits the IGR needs to increase by reducing the financing through debt. The

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SGR rate is in-line with the industry and Heinz needs to keep up the ratio growing. An

increasing SGR would relay to investors that Heinz is a forward looking company and

wants to improve the numbers now for the future. Also, the sales growth average we

used to forecast the growth was based off of the SGR because it has been increasing in

the last few years and is sustainable over time.

Financial Statement Forecasting:

When analyzing a firm, it helps to get a general idea of where that firm may be

going in the future. Using historical information as starting point, one can predict a

company’s future performance. We assumed a general stability in performance for

Heinz, as demand for its products is relatively stable, and it is practiced in its operations

due to its age. Under this assumption, and using its historical performance derived

from its previous five years of financial statements, we were able to come up with

forecasts for Heinz’s income statement, balance sheet, and statement of cash flows for

the next ten years.

Income Statement Analysis:

Our income statement forecasting method consisted of analyzing the historical

average growth rates for Heinz, and comparing those numbers to the averages for the

food industry. First, we derived the common size income statement by setting all of the

numbers as a percent of net sales. This revealed some noticeable trends in Heinz’s

numbers. We then set about finding the averages for all of the percentages over the

past five years, and calculating the growth rate between each year. We determined

that the growth rate for net sales for Heinz will be approximately 5.4% per year for the

next 10 years. Since this average growth rate is just above the SGR and well below the

IGR, we felt that this average would be fairly accurate, especially since the SGR has

steadily increased over the past 3 years.

We excluded some of the percentages from our forecasts, as they appeared to

be one or two time occurrences, or they showed no trend. We compared the averages

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we found for Heinz to the averages of the industry, and assumed a value between the

two, but closer to the Heinz value. We did this for two reasons: first, because the

values were so close together, and second, since over time we assume they will head

towards the industry average. For example, we assumed that the net income for each

of the forecasted years was about 8% of the net sales that we forecasted out based on

the 5.4% sales growth rate per year for the next 10 years.

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2003 2004 2005 2006 2007 Ind. Avg. Avg Assume 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017

Net Sales $8,236,836 $7,625,831 $8,103,456 $8,643,438 $9,001,630 $9,488,064 $10,000,785 $10,541,212 $11,110,843 $11,711,256 $12,344,114 $13,011,171 $13,714,274 $14,455,373 $15,236,519

Cost of Goods Sold $5,304,362 $4,733,314 $5,069,926 $5,550,364 $5,608,730 65.5% 63.11% 64.00% $6,072,361 $6,400,502 $6,746,376 $7,110,939 $7,495,204 $7,900,233 $8,327,149 $8,777,136 $9,251,439 $9,751,372

Gross Profit $2,932,474 $2,892,517 $3,033,530 $3,093,074 $3,392,900 34.16% 36.89% 36.00% $3,415,703 $3,600,282 $3,794,836 $3,999,903 $4,216,052 $4,443,881 $4,684,021 $4,937,139 $5,203,934 $5,485,147

Selling, Administrative and General Expense $1,758,658 $1,616,428 $1,752,058 $1,979,462 $1,946,185 23.5% 21.74% 22.00% $2,087,374 $2,200,173 $2,319,067 $2,444,385 $2,576,476 $2,715,705 $2,862,458 $3,017,140 $3,180,182 $3,352,034

Operating Income $1,173,816 $1,276,089 $1,281,472 $1,113,612 $1,446,715 10.2% 15.15% 13.00% $1,233,448 $1,300,102 $1,370,358 $1,444,410 $1,522,463 $1,604,735 $1,691,452 $1,782,856 $1,879,198 $1,980,747

Interest income $31,083 $24,547 $26,939 $33,190 $41,869 -0.3% 0.38% 0.00%

Interest Expense (Note 14) $223,532 $211,382 $232,088 $316,296 $333,270 2.2% 3.14% 3.00% $284,642 $300,024 $316,236 $333,325 $351,338 $370,323 $390,335 $411,428 $433,661 $457,096

Asset Impairment Charges for Cost & Equity Investments $0 $0 $73,842 $110,994 $0 0.44% 0.00%

Other Expense, net $112,636 $21,686 $30,915 $26,051 $14,966 0.50% 0.00% Income from Continuing Operations before Taxes $868,731 $1,067,568 $987,515 $693,461 $1,124,399 9.0% 11.45% 10.00%

Provision for Income Taxes $313,372 $352,117 $299,511 $250,700 $332,797 2.7% 3.74% 3.25%

Income from Continuing Operations $555,359 $715,451 $688,004 $442,761 $791,602 6.3% 7.71% 6.75%

(Loss)/Income from Discontinued Operations $88,738 $88,822 $64,695 $202,842 ($5,856) 0.4% 1.06% 1.00%

Income before Change in Accounting Principles $644,097 $804,273 $752,699 $645,603 $785,746 8.77% 8.00% Cumulative Effect of Change in Accounting Principle ($77,812) $0 $0 $0 $0 0.00% 0.00%

Net Income (Loss) $566,285 $804,273 $752,699 $645,603 $785,746 7.0% 8.77% 8.00% $759,045 $800,063 $843,297 $888,867 $936,900 $987,529 $1,040,894 $1,097,142 $1,156,430 $1,218,922

Common Size Income Statement 2003 2004 2005 2006 2007 Ind. Avg. Avg Assume 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017

Sales Growth Percent -7.42% 6.26% 6.66% 4.14% 5.40% 5.40% 5.40% 5.40% 5.40% 5.40% 5.40% 5.40% 5.40% 5.40% 5.40% 5.40%

Net Sales 100.00% 100.00% 100.00% 100.00% 100.00%

Cost of Goods Sold 64.40% 62.07% 62.56% 64.21% 62.31% 65.5% 63.11% 64.00% 64.00% 64.00% 64.00% 64.00% 64.00% 64.00% 64.00% 64.00% 64.00% 64.00%

Gross Profit 35.60% 37.93% 37.44% 35.79% 37.69% 34.16% 36.89% 36.00% 36.00% 36.00% 36.00% 36.00% 36.00% 36.00% 36.00% 36.00% 36.00% 36.00%

Selling, Administrative and General Expense 21.35% 21.20% 21.62% 22.90% 21.62% 23.5% 21.74% 22.00% 22.00% 22.00% 22.00% 22.00% 22.00% 22.00% 22.00% 22.00% 22.00% 22.00%

Operating Income 14.25% 16.73% 15.81% 12.88% 16.07% 10.2% 15.15% 13.00% 13.00% 13.00% 13.00% 13.00% 13.00% 13.00% 13.00% 13.00% 13.00% 13.00%

Interest Income 0.38% 0.32% 0.33% 0.38% 0.47% -0.3% 0.38% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%

Interest Expense 2.71% 2.77% 2.86% 3.66% 3.70% 2.2% 3.14% 3.00% 3.00% 3.00% 3.00% 3.00% 3.00% 3.00% 3.00% 3.00% 3.00% 3.00%

Asset Impairment Charges for Cost & Equity Investments 0.00% 0.00% 0.91% 1.28% 0.00% 0.44% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%

Other Expense, net 1.37% 0.28% 0.38% 0.30% 0.17% 0.50% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%

Income from Continuing Operations before Taxes 10.55% 14.00% 12.19% 8.02% 12.49% 9.0% 11.45%

Provision for Income Taxes 3.80% 4.62% 3.70% 2.90% 3.70% 2.7% 3.74%

Income from Continuing Operations 6.74% 9.38% 8.49% 5.12% 8.79% 6.3% 7.71%

(Loss)/Income from Discontinued Operations 1.08% 1.16% 0.80% 2.35% -0.07% 0.4% 1.06%

Income before Change in Accounting Principles 7.82% 10.55% 9.29% 7.47% 8.73% 8.77%

Cumulative Effect of Change in Accounting Principle -0.94% 0.00% 0.00% 0.00% 0.00% -0.19% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%

Net Income (Loss) 6.88% 10.55% 9.29% 7.47% 8.73% 7.0% 8.58% 8.00% 8.00% 8.00% 8.00% 8.00% 8.00% 8.00% 8.00% 8.00% 8.00% 8.00%

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Balance sheet analysis:

We analyzed the balance sheet in much the same way as the income statement.

We derived a common size balance sheet for Heinz, calculated averages for the last five

years, and compared the numbers to those of the food industry. We then assumed a

value between the two, but closer to Heinz. Again, this was because the two numbers

were so similar and because we wanted to adjust for Heinz eventually meeting the

industry average.

To forecast our total assets out 10 years, we divided the net sales we found from

the income statement forecasts by our average asset turnover of 0.84, since the asset

turnover was very consistent for Heinz. Once we had calculated total assets, we were

able to compute current and non-current total assets by multiplying the total assets we

found by the averages we computed in our initial analysis, as we found about 33% of

assets were current and 67% were noncurrent. We also forecasted our receivables,

cash and cash equivalents, total inventories, and net property, plant and equipment

based on their percentages of total assets, as these values appeared to be the most

consistent over the previous five years.

Once we had found the total assets, we set our total liabilities and stockholder’s

equity equal to the total assets. Since Heinz appears to be consistent over time with its

dividend payout and growth, we forecasted dividends by steadily increasing the

dividends, and multiplying the DPS by the shares outstanding currently. With the

dividends forecasted out, in order to find retained earnings we added last year’s

retained earnings, subtracted the dividends from the current year, and added the

current year’s net income in order to get the current year’s retained earnings. Then, for

total stockholder’s equity, we took the retained earnings we just forecasted, subtracted

the last year’s retained earnings and added that to the total equity of last year and that

gave us the total equity for the current year.

After stockholders equity was found, we subtracted the total equity from the

total liabilities and equity, which gave us the total liabilities. Then we assumed that

35% of total liabilities were current and 65% were noncurrent. Then we forecasted out

accounts payable as well as long term debt by approximately how much the averages

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of the last 5 years on the common sized balance sheet were compared to total

liabilities.

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2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017

2001/12/31 2002/12/31 2003/12/31 2004/12/31 2005/12/31 Assets Current Assets: Cash and cash equivalents $801,732 $1,140,039 $1,083,749 $445,427 $652,896 $960,102 $1,011,984 $1,066,670 $1,124,311 $1,185,068 $1,249,107 $1,316,607 $1,387,754 $1,462,746 $1,541,791 Short-term investments $0 $40,000 $0 $0 $0 Receivables $1,165,460 $1,093,155 $1,092,394 $1,002,125 $996,852 $1,186,008 $1,250,098 $1,317,651 $1,388,855 $1,463,907 $1,543,014 $1,626,396 $1,714,284 $1,806,922 $1,904,565 Inventories: Finished goods and WIP $902,186 $897,778 $974,974 $817,037 $943,449 Packing material and ingredients $250,767 $259,154 $281,802 $256,645 $254,508 Total Inventories $1,152,953 $1,156,932 $1,256,776 $1,073,682 $1,197,957 $1,581,344 $1,666,797 $1,756,869 $1,851,807 $1,951,876 $2,057,352 $2,168,528 $2,285,712 $2,409,229 $2,539,420 Prepaid expenses $147,656 $165,177 $174,818 $139,714 $132,561 Other current assets $16,519 $15,493 $37,839 $42,987 $38,736 Total Current Assets $3,284,320 $3,610,796 $3,645,576 $2,703,935 $3,019,002 $3,727,454 $3,928,880 $4,141,190 $4,364,974 $4,600,850 $4,849,473 $5,111,531 $5,387,751 $5,678,896 $5,985,775 Property, plant and equipment: Land $61,870 $65,836 $67,000 $55,167 $51,950 Buildings and leasehold improvements $752,799 $796,966 $844,056 $762,735 $788,053 Equipment, furniture and other $2,598,184 $2,864,422 $3,111,663 $2,946,574 $3,214,860 Less accumulated depreciation $1,454,987 $1,669,938 $1,858,781 $1,863,919 $2,056,710 Total property, plant and equipment, net $1,957,866 $2,057,286 $2,163,938 $1,900,557 $1,998,153 $2,372,016 $2,500,196 $2,635,303 $2,777,711 $2,927,814 $3,086,028 $3,252,793 $3,428,569 $3,613,843 $3,809,130 Other non-current assets: Goodwill $1,849,389 $1,959,914 $2,138,499 $2,822,567 $2,834,639 Trademarks, net $610,063 $643,901 $651,552 $776,857 $892,749 Other intangibles, net $134,897 $149,920 $171,675 $269,564 $412,484 Other non-current assets $1,388,216 $1,455,372 $1,806,478 $1,264,287 $875,999 Total Non-Current Assets $5,940,431 $6,266,393 $6,932,142 $7,033,832 $7,014,024 $7,567,861 $7,976,816 $8,407,871 $8,862,220 $9,341,120 $9,845,900 $10,377,958 $10,938,767 $11,529,881 $12,152,938 Total Assets $9,224,751 $9,877,189 $10,577,718 $9,737,767 $10,033,026 $11,295,315 $11,905,696 $12,549,062 $13,227,194 $13,941,971 $14,695,374 $15,489,489 $16,326,517 $17,208,777 $18,138,713

Liabilities Current Liabilities: Short-term debt $146,838 $11,434 $28,471 $54,052 $165,054 Portion of long-term debt due w/in one year $7,948 $425,016 $544,798 $917 $303,189 Accounts Payable $938,168 $1,063,113 $1,181,652 $1,035,084 $1,181,078 $1,194,605 $1,240,479 $1,291,243 $1,346,826 $1,407,153 $1,472,142 $1,541,710 $1,615,768 $1,694,222 $1,776,974 Salaries and wages $43,439 $50,101 $76,020 $84,815 $85,818 Accrued marketing $210,945 $230,495 $260,550 $216,267 $262,217 Other accrued liabilities $387,130 $361,596 $365,022 $476,683 $414,130 Income taxes $200,666 $327,313 $130,555 $150,413 $93,620 Total Current Liabilities $1,926,134 $2,469,068 $2,587,068 $2,018,231 $2,505,106 $3,216,244 $3,339,750 $3,476,424 $3,626,071 $3,788,488 $3,963,460 $4,150,759 $4,350,145 $4,561,368 $4,784,160 Long-term debt and other liabilities: Long-term debt $4,776,143 $4,537,980 $4,121,984 $4,357,013 $4,413,641 $4,594,634 $4,771,071 $4,966,319 $5,180,102 $5,412,126 $5,662,086 $5,929,655 $6,214,493 $6,516,240 $6,834,514 Deferred income taxes $183,998 $313,343 $508,639 $518,724 $463,666 Non-pension postretirement benefits $192,663 $192,599 $196,686 $207,840 $253,117 Minority interest $415,559 $104,645 $114,833 $120,152 $98,309 Other liabilities $531,097 $365,365 $445,935 $466,984 $457,504 Total Non-Current Liabilities $6,099,460 $5,513,932 $5,388,077 $5,670,713 $5,686,237 $5,973,025 $6,202,393 $6,456,215 $6,734,132 $7,035,764 $7,360,711 $7,708,552 $8,078,841 $8,471,112 $8,884,869

Total Liabilities $8,025,594 $7,983,000 $7,975,145 $7,688,944 $8,191,343 $9,189,269 $9,542,143 $9,932,639 $10,360,203 $10,824,253 $11,324,171 $11,859,311 $12,428,987 $13,032,479 $13,669,029

Shareholders' Equity Capital Stock: Third cumulative preferred $106 $94 $83 $82 $77 Common stock $107,774 $107,774 $107,774 $107,774 $107,774 Additional capital $376,542 $403,043 $430,073 $502,235 $580,606 Dividends paid ($521,611) ($379,926) ($398,869) ($408,151) ($461,237) -$494,683 -$542,555 -$590,428 -$638,300 -$686,173 -$734,045 -$781,918 -$829,790 -$877,663 -$925,535 Retained earnings $4,432,571 $4,856,918 $5,210,748 $5,454,108 $5,778,617 $6,042,980 $6,300,487 $6,553,357 $6,803,924 $7,054,652 $7,308,136 $7,567,112 $7,834,464 $8,113,232 $8,406,618

Less: Treasury shares $2,879,506 $2,927,839 $3,140,586 $3,852,220 $4,406,126 Unearned compensation $21,195 $32,275 $31,141 $32,773 $0 Accumulated other comprehensive loss $817,135 $513,526 ($25,622) $130,383 $219,265

Total Shareholders’ Equity $1,199,157 $1,894,189 $2,602,573 $2,048,823 $1,841,683 $2,106,046 $2,363,553 $2,616,423 $2,866,990 $3,117,718 $3,371,202 $3,630,178 $3,897,530 $4,176,298 $4,469,684

Total Liabilities and Shareholders’ Equity $9,224,751 $9,877,189 $10,577,718 $9,737,767 $10,033,026 $11,295,315 $11,905,696 $12,549,062 $13,227,194 $13,941,971 $14,695,374 $15,489,489 $16,326,517 $17,208,777 $18,138,713

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2003 2004 2005 2006 2007 Avg.

2001/12/31 2002/12/31 2003/12/31 2004/12/31 2005/12/31 Assets

Current Assets:

Cash and cash equivalents 8.69% 11.54% 10.25% 4.57% 6.51% 8.31%

Short-term investments 0.00% 0.40% 0.00% 0.00% 0.00% 0.08%

Receivables 12.63% 11.07% 10.33% 10.29% 9.94% 10.85%

Inventories: 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%

Finished goods and WIP 9.78% 9.09% 9.22% 8.39% 9.40% 9.18%

Packing material and ingredients 2.72% 2.62% 2.66% 2.64% 2.54% 2.64%

Total Inventories 12.50% 11.71% 11.88% 11.03% 11.94% 11.81%

Prepaid expenses 1.60% 1.67% 1.65% 1.43% 1.32% 1.54%

Other current assets 0.18% 0.16% 0.36% 0.44% 0.39% 0.30%

Total Current Assets 35.60% 36.56% 34.46% 27.77% 30.09% 32.90%

Property, plant and equipment:

Land 0.67% 0.67% 0.63% 0.57% 0.52% 0.61%

Buildings and leasehold improvements 8.16% 8.07% 7.98% 7.83% 7.85% 7.98%

Equipment, furniture and other 28.17% 29.00% 29.42% 30.26% 32.04% 29.78%

Less accumulated depreciation 15.77% 16.91% 17.57% 19.14% 20.50% 17.98%

Total property, plant and equipment, net 21.22% 20.83% 20.46% 19.52% 19.92% 20.39%

Other non-current assets: 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%

Goodwill 20.05% 19.84% 20.22% 28.99% 28.25% 23.47%

Trademarks, net 6.61% 6.52% 6.16% 7.98% 8.90% 7.23%

Other intangibles, net 1.46% 1.52% 1.62% 2.77% 4.11% 2.30%

Other non-current assets 15.05% 14.73% 17.08% 12.98% 8.73% 13.72%

Total Non-Current Assets 64.40% 63.44% 65.54% 72.23% 69.91% 67.10%

Total Assets 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%

Liabilities

Current Liabilities:

Short-term debt 1.83% 0.14% 0.36% 0.70% 2.01% 1.01%

Portion of long-term debt due w/in one year 0.10% 5.32% 6.83% 0.01% 3.70% 3.19%

Accounts Payable 11.69% 13.32% 14.82% 13.46% 14.42% 13.54%

Salaries and wages 0.54% 0.63% 0.95% 1.10% 1.05% 0.85%

Accrued marketing 2.63% 2.89% 3.27% 2.81% 3.20% 2.96%

Other accrued liabilities 4.82% 4.53% 4.58% 6.20% 5.06% 5.04%

Income taxes 2.50% 4.10% 1.64% 1.96% 1.14% 2.27%

Total Current Liabilities 24.00% 30.93% 32.44% 26.25% 30.58% 28.84%

Long-term debt and other liabilities: 0.00% 0.00% 0.00% 0.00% 0.00% 0.00%

Long-term debt 59.51% 56.85% 51.69% 56.67% 53.88% 55.72%

Deferred income taxes 2.29% 3.93% 6.38% 6.75% 5.66% 5.00%

Non-pension postretirement benefits 2.40% 2.41% 2.47% 2.70% 3.09% 2.61%

Minority interest 5.18% 1.31% 1.44% 1.56% 1.20% 2.14%

Other liabilities 6.62% 4.58% 5.59% 6.07% 5.59% 5.69%

Total Non-Current Liabilities 76.00% 69.07% 67.56% 73.75% 69.42% 71.16%

Total Liabilities 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%

Shareholders' Equity

Capital Stock:

Third cumulative preferred 0.01% 0.00% 0.00% 0.00% 0.00% 0.01%

Common stock 8.99% 5.69% 4.14% 5.26% 5.85% 5.99%

Additional capital 31.40% 21.28% 16.52% 24.51% 31.53% 25.05%

Dividends paid -43.50% -20.06% -15.33% -19.92% -25.04% -24.77%

Retained earnings 369.64% 256.41% 200.22% 266.21% 313.77% 281.25%

Less:

Treasury shares 240.13% 154.57% 120.67% 188.02% 239.24% 188.53%

Unearned compensation 1.77% 1.70% 1.20% 1.60% 0.00% 1.25%

Accumulated other comprehensive loss 68.14% 27.11% -0.98% 6.36% 11.91% 22.51%

Total Shareholders Equity 100.00% 100.00% 100.00% 100.00% 100.00% 100.00%

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Statement of Cash Flows Analysis:

On our forecasted statement of cash flows, we derived our common size cash

flow statement by setting everything as a percentage of cash flow from operations. We

then took the net income that we previously forecasted on the income statement and

divided it by the average of the industry average percent net income to the company

specific average percent net income over the past five years. This calculation gives us

the forecasted cash flow from operations, which we carried forward 10 years. We also

forecasted depreciation by multiplying the previous year’s value by the average percent

depreciation with respect to CFFO.

When deriving our common sized statement of cash flows averages for the past

five years, we excluded the numbers from 2003, since in that year, Heinz had negative

cash flows from operations, severely distorting the percentages.

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Operating activities: 4/30/2003 4/28/2004 4/27/2005 5/3/2006 5/2/2007 Ind. Avg. Assume 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017

Net income 566,285 $804,273 $752,699 645,603 785,746 74.46% 70.14% $759,045 $800,063 $843,297 $888,867 $936,900 $987,529 $1,040,894 $1,097,142 $1,156,430 $1,218,922

Adjustments to reconcile net income to (88,738)

cash provided by operating activities:

Depreciation 477,547 210,158 227,187 227,454 233,374 19.88% $215,167 $226,795 $239,050 $251,968 $265,584 $279,936 $295,063 $311,008 $327,815 $345,529

Amortization 23,785 25,265 36,384 32,823

Deferred tax provision/(benefit) 97,542 53,857 (57,693) 52,244 (Gains)/losses on disposals and impairment 194,328 100,818 48,023 (1,391)

charges 20,434 (26,338)

Other items, net 133,320 (105,559) 43,989 39,066 11,066

Changes in current assets and liabilities,

excluding effects of acquisitions and

divestitures: 77,812

Receivables 177,979 97,228 45,851 115,583 10,987

Inventories (133,696) 77,636 (25,315) (47,401) (82,534) Prepaid expenses and other current assets (5,161) 2,633 13,555 14,208

Accounts payable 46,525 8,140 56,545 56,524

Accrued liabilities 53,177 (39,751) 25,077 57,353 (4,489)

Income taxes 66,351 68,669 (99,408) (59,511) (46,270)

Cash provided by operating activities (1,665) 1,249,007 1,160,793 1,074,961 1,062,288 $1,082,250 $1,140,733 $1,202,376 $1,267,351 $1,335,836 $1,408,023 $1,484,110 $1,564,309 $1,648,842 $1,737,943

Cash flow from investing activity 961,088 -301,102 -264,054 -451,817 -326,244 -423183 -446051 -470155 -495561 -522341 -550567 -580319 -611679 -644733 -679573

CFFO/sales -0.02% 16.38% 14.32% 12.44% 11.80% 11.41% 11.41% 11.41% 11.41% 11.41% 11.41% 11.41% 11.41% 11.41% 11.41%

CFFO/OI -0.14% 97.88% 90.58% 96.53% 73.43% 87.74% 87.74% 87.74% 87.74% 87.74% 87.74% 87.74% 87.74% 87.74% 87.74%

CFFO/NI -0.29% 155.30% 154.22% 166.50% 135.19% 142.58% 142.58% 142.58% 142.58% 142.58% 142.58% 142.58% 142.58% 142.58% 142.58%

Avg. Net income 64% 65% 60% 408% 74% 2252% 66% Adjustments to reconcile net income to cash provided by operating activities:

Depreciation 17% 20% 21% 117% 22% 666% 20%

Amortization 2% 2% 3% 21% 3% 98% 3%

Deferred tax provision/(benefit) 8% 5% -5% -83% 5% -60% 3%

(Gains)/losses on disposals and impairment 9% 4% 0% 4%

charges -2% 0% 0% -1%

Other items, net -8% 4% 4% -4% 1% 19% 0%

Changes in current assets and liabilities,

excluding effects of acquisitions and

divestitures:

Receivables 8% 4% 11% 14% 1% -256% 6%

Inventories 6% -2% -4% -5% -8% -804% -2%

Prepaid expenses and other current assets 0% 0% 1% -66% 1% -341% 1%

Accounts payable 4% 1% 5% -112% 5% 62% 4%

Accrued liabilities -3% 2% 5% -291% 0% -1616% 1%

Income taxes 5% -9% -6% 102% -4% 81% -3%

Cash provided by operating activities 100% 100% 100% 100% 100% 100% 100%

88

Conclusion:

When comparing Heinz to the industry average, one can see that Heinz is very

close to the mark in each respect. Our forecasted sales and income, which steadily

increased over time, appear to indicate that, provided there are no unexpected,

disastrous events, Heinz will continue to grow steadily along with its competitors in the

food industry.

Analysis of Valuations: With the method of comparables (valuations), the main goal is to back into the

price for the firm using industry averages. This is a ratio based valuation of the food

industry. It uses pricing on averages and provides and uses no fundamental

understanding. Also the degree of desirability is measured. The models have variance

of usefulness and the relevance needs to be determined. The relevant information

excluded negative numbers or possible large outliers and excludes the firm that is being

analyzed when computing averages. These model help determine if a firm is correctly

valued, overvalued, or undervalued. The intrinsic models are better at truly valuing the

firm better than price per share to earnings per share (forward and trailing), price per

share to book value per share, and dividends per share to price per share. The

intrinsic models are price per share to earnings per share over the one year ahead

earnings growth rate, price per share to earnings before interest, taxes, depreciation,

and amortization, price per share to future cash flows per share, and enterprise value to

earnings before interest, taxes, depreciation, and amortization.

89

Method of Comparables:

2007 Actual Price $45.61 P/E Trailing $54.82 P/E Forward $36.76 P/B $30.79 D/P $14.37 P.E.G. $30.09 P/EBITDA $33.07 P/FCF $10.74 EV/EBITDA $54.03

In order to compute these ratios, we first had to get the data for Heinz and their

competitor’s earnings, book value, dividends, and price and put them in a per share

basis. This allows us to compute the following ratios. We also had to consider negative

or not applicable numbers in our calculations.

Forward Price to Earnings

P/E Forward Heinz

Company PPS EPS P/E Ind. Avg.

Share Price

Heinz 45.61 2.38 19.16 15.45 $36.76 Campbells 36.42 2.22 16.38 Sara Lee 16.06 0.696 23.09 Conagra 23.29 1.75 13.29

To compute the forward price to earnings ratio, which uses forecast future

earnings and an industry average to back into a price for a firm, one needs the

competitors average forward price to earnings to compute the industry average, and a

forecast for future earnings. We took the forward price to earnings ratios for

Campbell’s, Sara Lee, and ConAgra and took their average. We then took this average

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and multiplied it by the future earnings we forecasted previously for Heinz to derive a

current estimated price per share of Heinz at $36.76. This estimation is open to being

highly inaccurate in that it relies on an average computed on estimated future earnings,

and estimated future earnings for Heinz itself. Nonetheless, using the forward price to

earnings ratio alone, Heinz is overvalued.

Trailing Price to Earnings

P/E Trailing Heinz

Company PPS EPS P/E Ind. Avg

Share Price

Heinz 45.61 2.46 18.53 22.28 54.82 Campbells 36.42 2.22 17.27 Sara Lee 16.06 0.696 33.33 Conagra 23.29 1.75 16.25

The trailing price to earnings ratio is the least consistent of the theories. It uses

actual past earnings in its computation, rather than estimates of future earnings. To

compute this ratio, we took the trailing price to earnings ratio for the same three

competitors to compute the industry average. We then multiplied this average by

Heinz’s previous year’s earnings per share to derive an estimated price of $54.82. This

is much closer to Heinz’s actual price per share of $45.61, but still may contain some

degree of error, since it is relying on past performance of the firm, rather than looking

at what the firm is doing at the present. Using this ratio, we find that the share price

for Heinz is undervalued.

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Price to Book

P/B Heinz

Company PPS BPS P/B Ind. Avg.

Share Price

Heinz 45.61 5.77 7.90 5.34 30.79 Campbells 36.42 3.37 10.80 Sara Lee 16.06 3.61 4.45 Conagra 23.29 9.41 2.48

The price to book ratio compares the price of the share to the book value of

equity from the firm’s financial statements. We backed into our price estimate using

the price to book ratio in a similar way as the previous two methods. First we took the

price to book industry average of our competitors. We multiplied that industry average

by our book value per share, computed by taking our total shareholder’s equity from

the balance sheet and dividing it by the total number of shares outstanding. This

yielded an estimated per share price of $30.79 for Heinz. The fallacy in this price

estimate lies in the fact that the market value of a company, which is determined by the

market, is not often directly linked to its shareholder’s equity balance, which is an

accounting ‘snap-shot’ at a particular point in time. And also, the average of the

industry is priced against something that does not exist in the industry. Using this ratio,

however, Heinz’s price per share is overvalued.

Dividends to Price

D/P Heinz

Company DPS PPS D/P Ind. Avg

Share Price

Heinz 1.49 45.61 0.033 0.026 14.37 Campbells 0.84 36.42 0.023 Sara Lee 0.40 16.06 0.025 Conagra 0.73 23.29 0.031

92

The dividends to price ratio compares the dividends per share to the price per

share of a firm, and relies on the theory that dividends play a large role in determining

the price of a stock. To derive this for Heinz, we computed the ratio for the

competitors and took the average. This time, however, instead of multiplying, we

divided the $1.49 dividend per share of the previous year by this industry average to

back into a per share price of $14.37. This ratio, like the trailing price to earnings ratio,

relies on what Heinz has done in the past, rather than what it is doing at present, which

can lead to some degree of error. It also relies heavily on the thought that the price of

a share of stock is highly correlated with the dividends paid on that stock, which is not

necessarily true. For instance, many firms do not even pay dividends, but maintain

relatively high prices per share. Also when using this ratio, if you compute 1/ (P/D),

this shows how long till a company gets investments of dividends back which is a very

useful number for a lender. Heinz has a ratio of .0327 and 1/.0327 equal 30.6 years till

Heinz would get back their invested dividends. Using the dividends to price ratio, the

current price per share of Heinz stock is, yet again, highly overvalued.

Price Earnings Growth

P.E.G. Heinz

Company PPS EPS P.E.G. Ind. Avg.

Share Price

Heinz 45.61 2.46 2.45 2.34 30.09 Campbells 36.42 2.22 2.6 Sara Lee 16.06 0.696 2.42 Conagra 23.29 1.75 2

The P.E.G. ratio is price per share over earnings per share over the one year

ahead earnings growth rate. This ratio shows a scale of growth opportunities for the

firm. If the P.E.G. ratio is greater than one, the firm is overvalued. If the P.E.G. ratio is

equal to one, then the firm is fairly valued. If the P.E.G. ratio is less than one, the firm

is undervalued and is in an ideal state to buy. The P.E.G. ratio should be scaled

between one to ten in order to determine this. We calculated our P.E.G. ratio by taking

the industry average from Campbell, Sara Lee, and Conagra, then multiplying it by

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Heinz’s earnings per share to get their share price which equals $30.09. The industry

all showed overvalued firms. This also shows that Heinz is overvalued.

Price to EBITDA

P/EBITDA Heinz

Company PPS EBITDA P/EBITDA Ind. Avg.

Share Price

Heinz 45.61 1.76 25.91 18.79 33.07 Campbells 36.42 1.15 31.67 Sara Lee 16.06 1.37 11.72 Conagra 23.29 1.8 12.94

*EBITDA stated in Billions of Dollars

This ratio is price per share to earnings before interest, taxes, depreciation, and

amortization. This ratio shows how money creates values for the firms. For each dollar

of earnings creates value for the stockholders. We calculated our P/EBITDA by taking

the three competitors P/EBITDA and averaging them to get an industry average, where

we then set Heinz equal to the industry average times Heinz’s EBITDA to get the prices

per share which came out to be $33.07. $33.07 is under the share price of $45.61

where we are valuing Heinz meaning that they are overvalued. The rest of the industry

also shows an overvalued trend when comparing their P/EBITDA to their actual stock

prices.

Price to Future Cash Flows

P/FCF Heinz

Company PPS FCF P/FCF Ind. Avg.

Share Price

Heinz 45.61 4.46 10.24 2.41 10.74 Campbells 36.42 3.96 9.20 Sara Lee 16.06 -0.09 -187.68 Conagra 23.29 0.86 26.99

*Future Cash Flows are stated in Millions of Dollars

This ratio is price per share to future cash flows of the firm. Free cash flows are

calculated by taking the cash flows from operations and adding the cash flows from

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investing. A company must have cash flows to drive value of the firm. This ratio shows

how the cash flows are related to the stock price. We calculated Heinz’s P/FCF by

taking the industry average of Heinz’s competitors which was 2.41. Then we set

Heinz’s share price equal to the industry average times Heinz’s FCF. We got that

Heinz’s share price should equal $10.74. Heinz is very overvalued in the P/FCF ratio.

Enterprise Value to EBITDA

EV/EBITDA Heinz

Company EV EBITDA EV/EBITDA Ind. Avg.

Share Price

Heinz 19.63 1.76 11.1534091 9.97 54.93 Campbells 16.73 1.51 11.0794702 Sara Lee 14.05 1.37 10.2554745 Conagra 15.46 1.8 8.58888889

*EBITDA is stated in Billions of Dollars

This ratio is the enterprise value to earnings before interest, taxes, depreciation,

and amortization. Enterprise value is found from the market value of equity (price per

share times the number of shares outstanding) plus the value of liabilities minus the

total of cash and financial investments. A company would want the EV/EBITDA to be

less than ten, because it would be a better buy. Having an EV/EBITDA greater than ten

would be over paying for a firm’s stock. We calculated Heinz’s EV/EBITDA by taking

three competitors and averaging them to get the industry average. We then set Heinz’s

share price equal to the industry average times Heinz’s EBITDA and we got that Heinz’s

share price equals $54.93. This shows that according to the EV/EBITDA ratio, Heinz’s

stock price is undervalued.

Conclusion:

These ratios have shown there is a vary inconsistency between the different

ratios. The prices vary from about $10 to about $55. Most of the ratios show that

Heinz is overvalued, but with EV/EBITDA and P/E trailing show that Heinz is

undervalued. These valuations will be taken into consideration as a broad view but the

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next set of valuations will provide a better evaluation for the firms share price and the

value of the firm.

Cost of Equity:

The cost of equity, Ke, is the return to the shareholders of the company. The

model used in computing the cost of equity is the capital asset pricing model (CAPM).

This model states that the cost of equity equals the riskless rate of return plus the beta

risk times the market risk premium. We first ran regressions in order to get the betas

that would be used for the computations. We got the S&P 500 closing monthly prices

for the past seven years. Then we computed the returns on the S&P 500 monthly

prices by subtracting the current month’s price by its previous month’s closing price

then dividing both of them by the previous month. This gave us the returns of the S&P

500 for those seven years. We then computed the interest rates for the related series.

We got this information from the St. Louis Fed Fred 2 data base

(research.stlouisfed.org/fred2). From here we calculated our market risk premium by

subtracting the interest rates from the S&P 500 returns. We then ran a regression

between this market risk premium and Heinz market return computed from monthly

stock prices with dividends taken into consideration. We ran these regressions for five

time periods. 72, 60, 48, 36, and 24 month time periods. These five regressions were

run six times for different time periods of interest rates. The time periods were three

months, one year, three years, five years, seven years, and ten years treasury bonds.

We did this to see which regression to see which time period gave us the best beta.

From these regressions, we chose the highest adjusted r squared. This is

because adjusted r squared shows how much is explained by beta. The ideal beta is

the highest. We had a constant high beta in the 60 month regression over the six time

periods it was ran. This shows that our beta that we ran was constant over time.

We then computed the cost of equity. We used the constant 6.8% plus Heinz’s

market value premium of .7 for the size premium. For the risk free rate, we used

treasury bonds from each corresponding time period (finance.yahoo.com). The market

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risk premium, beta, and the risk free rate are how CAPM was computed for all of the

episodes. “Firms whose earnings and cash flows are less sensitive to economic changes

will have betas lower than one (8-3, Palepu & Healy).” The related beta found on

yahoo finance is .62, which is close to the beta numbers that we computed. The best

beta found was .6596 from the one year treasury bonds interest rate, with a risk free

rate of 3.89%, and a given adjusted r squared of .1872. This CAPM gave us a cost of

equity of 8.84%, which means that it only measures 8.84% of the firm’s risk. These

results were to low so we decided to approach the answer from a different strategy.

We took the price to book ratio and set it equal to one plus the ROE minus the cost of

equity over the cost of equity minus the growth rate. We then got that the cost of

equity equal 11.29%. We decided to use this cost of equity because it better

represented our market.

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Regression analysis:

72 60 48 36 24 3 month Beta 0.4158 0.6588 0.6153 0.5910 0.3730 R2 Adj 0.0963 0.1722 0.1101 0.1286 -0.0041 Ke 6.7086% 8.5308% 8.2048% 8.0224% 6.3872% RF 3.59% 3.59% 3.59% 3.59% 3.59% 72 60 48 36 24 1 year Beta 0.4156 0.6596 0.6179 0.5936 0.3753 R2 Adj 0.0965 0.1872 0.1116 0.1300 -0.0035 Ke 7.0067% 8.8368% 8.5240% 8.3423% 6.7044% RF 3.89% 3.89% 3.89% 3.89% 3.89% 72 60 48 36 24 3 year Beta 0.4197 0.6670 0.6252 0.6020 0.3763 R2 Adj 0.0985 0.1756 0.1144 0.1076 -0.0035 Ke 6.8276% 8.6822% 8.3692% 8.1951% 6.5023% RF 3.68% 3.68% 3.68% 3.68% 3.68% 72 60 48 36 24 5 year Beta 0.41633 0.66286 0.62217 0.59753 0.37708 R2 Adj 0.09753 0.17468 0.11369 0.10651 -0.0029 Ke 7.1125% 8.9614% 8.6563% 8.4714% 6.8181% RF 3.99% 3.99% 3.99% 3.99% 3.99% 72 60 48 36 24 7 year Beta 0.41683 0.66365 0.62304 0.59856 0.37758 R2 Adj 0.09784 0.17493 0.11405 0.10689 -0.0028 Ke 7.2863% 9.1374% 8.8328% 8.6492% 6.9919% RF 4.16% 4.16% 4.16% 4.16% 4.16% 72 60 48 36 24 10 year Beta 0.41737 0.66457 0.62392 0.59984 0.37843 R2 Adj 0.09808 0.17524 0.11442 0.10738 -0.0027 Ke 7.5003% 9.3543% 9.0494% 8.8688% 7.2082% RF 4.37% 4.37% 4.37% 4.37% 4.37%

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Cost of debt:

The cost of debt, Kd, is calculated by taking all liabilities for the most recent year

and comparing them to their corresponding interest rates. We found the interest rates

from Heinz’s 10-K. For the interest rates for accounts payable, accrued marketing, and

other current liabilities we used 4.63%. This number comes from St. Louis Fed Fred

data base. The percent is a three month non-financial commercial paper rate. And for

deferred taxes we used 4.14% which is the risk free rate. With all of these rates, which

were multiplied by the percentage of total liabilities to compute the value weighted rate.

Those totals were then added up with taxes in consideration. We computed this total

with and without taxes so that we would have the appropriate number to plug into the

WACC equation. We also state a net of tax cost of debt because it is after tax cash

flows that are being discounted (8-2, Palepu & Healy). To get this after tax number,

we tax one minus the tax rate, which is 35%, and multiply it by the net of tax number.

Our cost of debt before taxes was 5.65% and cost of debt after taxes was

3.67%. Knowing these debt numbers allows the analysts to see if the company has

enough cash or assets to back up the next year of debt and the rest of the future debt

plus possible extra debt that the company will have. It is also important to know that

both of the cost of debt percentages will change overtime because the fluctuating

interest rates of the market.

Weighted Average Cost of Capital:

The weighted average cost of capital (WACC) is computed to value the firm’s

assets by using the cost of equity and debt. We used the values of equity and debt

from above and also pulled the numbers for the value of debt, value of equity, and the

value of the firm from Heinz’s 10-K. We used with the average cost of equity of

11.29% and we used the cost of debt before taxes of 5.65%. We calculated the WACC

before tax and after tax. WACC before tax was 2.53% and WACC after taxes was

2.37% and was calculated similarly to WACC before tax but the cost of debt was

multiplied by one minus the tax rate of 35%.

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Weighted Average Cost of Debt: Liabilities

Current Liabilities: 2007 TL Percent of TL Rates Value Weighted Rate of Debt

Short-term debt $165,054 2.01% 5.40% 0.10881% Portion of long-term debt due w/in one year $303,189 3.70% 6.14% 0.22726%

Accounts Payable $1,181,078 14.42% 4.63% 0.66758%

Salaries and wages $85,818 1.05% 0.0% 0.0%

Accrued marketing $262,217 3.20% 4.63% 0.1%

Other accrued liabilities $414,130 5.06% 4.6% 0.2%

Income taxes $93,620 1.14% 35.00% 0.4%

Total Current Liabilities $2,505,106 30.58%

Long-term debt and other liabilities:

Long-term debt $4,413,641 53.88% 6.14% 3.30834%

Deferred income taxes $463,666 5.66% 4.14% 0.23434%

Non-pension postretirement benefits $253,117 3.09% 6.10% 0.18849%

Minority interest $98,309 1.20% 0% 0.0%

Other liabilities $457,504 5.59% 11.00% 0.614373%

Total Non-Current Liabilities $5,686,237 69.42%

Total Liabilities $8,191,343 100.00%

Total Kd before taxes: 5.649193% Total Kd after taxes: 3.67198% = 5.649193% * (1-.35) *Rates are from Heinz 10-k and from St. Louis Fed Fred 2

Intrinsic Valuations:

Intrinsic valuations utilize the forecasts and analysis derived above to assess the

true value of a firm. The discounted dividend model, the free cash flows model, the

residual income model, and the long run return on equity residual income model are the

four main models used in firm valuations. These models look at all aspects of the

business to estimate the true value of a firm. A detailed description of the methods

used and the valuation results for Heinz are explained below.

Discounted Dividend Model:

Dividends can be good insight into a company for potential investors. Whether

or not a company distributes dividends can be a deciding factor when choosing

investments. This model takes the future dividends and discounts them back to the

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present value to calculate the value of a company. Due to the fact that dividends are

only given out four times a year it makes this model very unreliable in valuing the firm.

Volatility cannot be accurately measured because of the estimation of both profits and

dividends. Dividend models often times undervalue the firm too much and may not

show a true picture of the firm. The values necessary to find the future discounted

dividends are the earnings per share, dividends per share, book value of equity per

share, and cash flow from operations and investments. The following is the discounted

dividend model for Heinz.

Sensitivity Anaylsis: Growth0 0.03 0.054 0.07 0.09

ost of Equity 0.07 $31.74 $43.88 $86.36 N/A N/A0.09 $24.76 $30.04 $40.59 $61.70 N/A

0.11293 $19.76 $22.26 $26.09 $31.02 $46.850.13 $17.17 $18.73 $20.86 $23.23 $28.850.15 $14.88 $15.83 $17.02 $18.21 $20.59

Overvalued = <38.77 Actual PPS (11/1/07) - $45.61 Fairly Valued = within 15%

Undervalued = > 52.45

It is necessary to forecast dividends to be able to use this model. Our average

increase in dividends was 15 cents annually and this is what we used in the dividend

model. After the dividends were calculated the numbers were discounted back to

present value. The sum of the present values is multiplied by the perpetuity equation

to find the number for any amount of years. This perpetuity equals $6,087.70 and

when valued back to present value it was calculated to be $2,088.21. To find the value

of the company we added the present value of the perpetuity and the present value of

the firm.

We found that the value of Heinz as of November 2007 was $18.73 per share.

The fiscal year end for Heinz is May 1, so the value found had to be increased to a time

consistent price of $19.76. The published share price of $45.61 per share means that

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Heinz is overvalued. This proves that the discounted dividend model is not an accurate

estimate of the price per share because of all the estimations used in calculating the

price. Calculated prices are much lower than they actually are.

Our sensitivity analysis showed that if Heinz wanted to be fairly valued they

could do a few things. One is to decrease both their cost of equity and growth rate.

Another option would be to either increase the growth rate or decrease the cost of

equity. This growth does not currently seem attainable based on the past trends of

Heinz. We believe that Heinz would have a hard time increasing their growth rate or

decreasing the cost of equity that much due to their past dividend trends. The

discounted dividend model shows that Heinz is overvalued compared to the current

share price of $45.61 and that this model would not be the best to use when valuing a

firm with small dividends.

Free Cash Flows Model:

The future cash flows model shows the difference between the accounting

earnings and the free cash flows to the firm. This calculation uses the weighted

average cost of capital mentioned earlier and compares it to the perpetuity growth rate.

This model is often inaccurate due to the fact that the number is based off of the

present value of future cash flows and the terminal value of the perpetuity. The inputs

needed to find the future cash flows model are the same as those used in the

discounted dividends model plus the before-tax weighted average cost of capital. The

WACC used for Heinz was 2.534% and the growth rate was set at 5.4% per year.

Sensitivity analysis on the next page shows how the numbers for Heinz changed when

the WACC and growth rate were manipulated.

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g

0 0.02 0.054 0.07 0.090 N/A N/A N/A N/A N/A

0.01 80.23 N/A N/A N/A N/AWACC 0.0253 25.24 162.37 N/A N/A N/A

0.03 19.59 81.02 N/A N/A N/A0.04 11.97 35.12 N/A N/A N/A

Overvalued = <38.77 Actual PPS (11/1/07) - $45.61 Undervalued = > 52.45

Annual free cash flows are the first thing that needed to be calculated by taking

the cash flow from operations minus the investing cash flows. Then the free cash flows

are multiplied by the present value factor to bring them to the value they would be

today. The sum of the total present value of dividends and the present value of the

terminal perpetuity yield a value of the firm of $16,128. The value of the firm minus

the book value of liabilities equals the market value of equity. This market value of

equity is then divided by the number of shares outstanding to get an estimated share

price of $24.87. Like the discounted dividend model, this number also has to be time

consistent with the fiscal year end value which is $25.18.

Many of the numbers calculated in the sensitivity analysis came up negative or

were unable to be calculated. This could be due to the fact that the WACC used was

too low or the growth rate estimated was too aggressive. The results that did work

show that Heinz needs to have a small growth rate and a higher WACC in order for this

model to be reliable. This model shows that Heinz is once again overvalued as of

November, 2007.

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Residual Income Model:

The residual income model is based off of the earnings of the firm versus the

perpetuity used in the last two models. This model is more accurate than the other

models because the earnings are usually better estimated than the perpetuity. Residual

income is a good indicator of the value of the firm. Results from the residual income

model for Heinz are shown below.

0 0.02 0.054 0.07 0.09Ke 0.07 40.88 48.07 101.5 N/A N/A

0.09 31.17 34.26 47.36 68.95 N/A0.11293 24.29 25.66 30.13 34.68 49.29

0.13 20.77 21.57 23.90 25.9 30.670.15 17.68 18.13 19.31 20.22 22.03

Overvalued = <38.77 Actual PPS (11/1/07) - $45.61 Fairly Valued = within 15%

Undervalued = > 52.45

To find the values used in the residual income we started with the earnings

minus the benchmark earnings, which are found by multiplying the book value of equity

for the previous year by the cost of equity. This equals the annual residual income and

it needs to be grown back to present value. Residual income tells whether the

company is adding or destroying the value of their firm. Eventually the PV of residual

incomes should get closer to zero because not many firms can keep their growth at a

rate higher than the market for long periods. The present value trends of Heinz are

shown below.

0 1 2 3 4 5 6 7 8 9 10

2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017

PV

Annual

RI 495.21 453.99 418.21 386.88 359.20 334.51 312.28 292.07 273.56 256.45

After finding the residual income, the initial book value of equity, the PV or

annual residual income, and the PV of terminal value perpetuity are all added together

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and divided by the total number of shares outstanding to give the estimated price per

share of $23.04. The time consistent price per share is $24.30.

By using sensitivity analysis it further shows that Heinz is overvalued. In this

model the company would have to decrease both the cost of equity and the growth rate

to have a chance at being fairly valued. Heinz would have to have a drastic change in

both the growth rate and the cost of equity to bring the share value closer to what it

really should be. The residual income model is thought to be one of the best of all the

intrinsic valuation models in determining the market price of stock and it says that

Heinz is overvalued at a stock price of $45.61.

Long Run Return on Equity Residual Income Model:

The long run return on equity residual income model is also a very good model

for valuing a firm. A perpetuity value from the residual income model is used to derive

the valuation. This model is very effective due to the fact that it compares the long run

return on equity, the long run growth rate of equity, and the cost of equity. The results

for Heinz are listed below.

ROE = .2919 g0 0.03 0.054 0.07 0.09

Ke 0.07 $24.73 $38.80 $88.04 N/A N/A0.09 $19.41 $26.10 $39.49 66.26$ N/A

0.1129 $15.63 $19.08 $24.38 31.19$ 53.09$ 0.13 $13.68 $15.95 $19.05 22.49$ 30.67$ 0.15 $11.96 $13.41 $15.21 17.02$ 20.63$

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g = .054 ROE0.25 0.27 0.2919 0.31 0.33

Ke 0.07 $73.11 $80.58 $88.74 95.50$ 102.96$ 0.09 $32.80 $36.14 $39.81 42.84$ 46.18$

0.11293 $20.25 $22.31 $24.57 26.44$ 28.51$ 0.13 $15.82 $17.43 $19.20 20.66$ 22.27$ 0.15 $12.63 $13.92 $15.33 16.50$ 17.79$

Ke = .1129 g

0 0.03 0.054 0.07 0.09ROE 0.25 $13.48 $16.15 $20.25 25.52$ 42.47$

0.27 $14.55 $17.62 $22.31 28.36$ 47.78$ 0.2919 $15.73 $19.22 $20.25 31.46$ 53.60$

0.31 $16.71 $20.55 $24.57 34.03$ 58.40$ 0.33 $17.79 $22.02 $28.51 36.87$ 63.71$

Overvalued = <38.77 Actual PPS (11/1/07) - $45.61 Fairly Valued = within 15%

Undervalued = > 52.45

We started by calculating the long run return on equity by dividing the book

value of equity of the previous year by this year’s earnings. The ROE for Heinz is

shown in the table below.

2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 ROE 41.21% 37.99% 35.68% 33.97% 32.68% 31.67% 30.88% 30.22% 29.67% 29.19%

The ROE for Heinz has been steadily decreasing very little every year. Knowing

the ROE helps to get a better picture of what the long run return on equity will be. The

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next step is to find the percentage growth of the book value of equity. This can be

found by taking the current year BVE divided by last year’s BVE and subtracting one

from the total. Heinz has a BV percent growth that is decreasing every year until it gets

to 2014 where it starts to slow down around 7%.

2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 BV %

Growth 14.35% 12.23% 10.70% 9.58% 8.75% 8.13% 7.68% 7.36% 7.15% 7.03%

After both the book value percentage growth and the return on equity are

calculated they are used to estimate the current share price. This number is then

divided by the number of shares outstanding to give Heinz and estimated share price of

$23.29. When this price is time consistent to May 1st it equals $24.57.

This model also shows that Heinz is overvalued. Sensitivity analysis showed that

there are a few ways that Heinz could be fairly valued, but for the most part there is

not much they can do to change the undervalued stock price. Heinz would need to

increase both the return on equity and the long run growth rate while decreasing their

cost of equity in order to make this happen. We do not believe that all of this would be

possible based on the past trends of Heinz. This model like that of all the others proves

that Heinz is overvalued as of November, 2007.

Abnormal Earnings Growth Model:

The AEG model is a complex valuation method that relates capitalized forward

earnings with any added extra value from abnormal earnings growth to calculate the

intrinsic market price for a share. It is a fairly complex calculation, but tends to provide

fairly accurate results, and directly correlates to residual income, making it easier to

justify.

To compute AEG, we first found DRIP income by multiplying the previous year’s

dividend by the cost of equity. Then, we calculated cumulative dividend income by

adding DRIP income to forecasted earnings. We calculated normal income by taking

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the previous year’s earnings and multiplying by one plus the cost of equity. Finally, to

find annual AEG we subtracted normal income from cumulative dividend income, and

discounted our findings back to the present and added them together to provide the

value.

We ran a sensitivity analysis using several different combinations of cost of

equity and growth rates, to get a broad sense of how Heinz may perform under

different situations. This resulted in a broad range of valuations, from $19 to over $50.

Using the growth rate of 5.4% and the cost of equity of 11.293% from our calculations,

the value of Heinz was estimated, through this model, at $27.12, which suggests a

current overvaluation of Heinz. Using a 7% cost of equity and a growth rate below our

computed 5.4%, the valuation is much more favorable of Heinz’s current market price,

however we do not feel that these are actual realizable rates. Although Heinz is a fairly

well established company, the cost risk of its inputs are just too large to justify a cost of

equity much less than our calculated 11.293%, as it relies heavily on volatile

agricultural products. Even under high growth with the cost of equity that we found,

the price still did not reach $30. Under this model, it is difficult to justify a share price

much higher than $28.

SensitivityGrowth

0 0.03 0.054 0.07 0.09Ke 0.07 $56.59 $65.48 $96.58 N/A N/A

0.09 $38.48 $41.06 $46.22 56.54$ N/A0.11293 $27.59 $28.37 $29.56 31.10$ 36.05$

0.13 $22.61 $22.95 $23.42 23.94$ 25.18$ 0.15 $18.58 $18.71 $18.87 19.04$ 19.36$

Overvalued = <38.77 Actual PPS (11/1/07) - $45.61 Fairly Valued = within 15%

Undervalued = > 52.45

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Credit Analysis: We derived Heinz’s credit worthiness from the Altman Z-score, a model

combining 5 different financial ratios using 8 variables from the income statement and

balance sheet. In general, the lower the score for a particular company, the higher the

probability that company will go bankrupt. Companies with Z-scores of 3 or above are

considered safe and unlikely to go bankrupt. Z-scores between 1.8 and 3 are

considered to be in jeopardy of bankruptcy. For Z-scores below 1.8 bankruptcy is

considered imminent. “Studies measuring the effectiveness of the Z-score have shown

the model is often accurate in predicting bankruptcy with 72 to 80% reliability

(http://www.valuebasedmanagement.net)” This model effectively rates the credit of

companies like Heinz that have a relevant history of financials to properly compute a Z-

score.

The Altman Z-score is computed from the following:

Z-score = 1.2(Working Capital/Total Assets) + 1.4(Retained Earnings/Total Assets) +

3.3(Earnings Before Interest and Taxes/Total Assets) + .6(Market Value of Equity/Book

Value of Debt) + 1.0(Sales/Total Assets)

Altman Z-score

2003 2004 2005 2006 2007 3.024 2.917 2.809 3.241 3.308

The current Z-score for Heinz is very healthy at 3.3. The company has a fairly

consistent Z-score right around 3 over the past 5 years.

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Analyst Recommendation: After having rigorously analyzed virtually everything having to do with Heinz,

through an industry analysis, accounting analysis, financial analysis, credit analysis,

several different valuation models, and forecasting future financial statements, we have

come to the conclusion that in the current market, Heinz is overvalued. Therefore, we

give it a sell rating.

To analyze the industry, we took what we believed to be the three largest

competitors of Heinz, based on size and maturity in the market. Campbell’s, ConAgra,

and Sara Lee, we decided, best fit the profile for firms with the right cost efficiency,

size, and experience in the market. We used there financial statements along with

Heinz’s to derive the current status of the food industry, and discover what the norms

were among the firms in the industry.

In our accounting analysis, we found that Heinz was very consistent over time,

more so than its competitors. We analyzed its performance, and the competitors’, with

respect to several sales and expense diagnostic ratios designed to detect potential

errors or hidden items in their financial statement reporting. What we found was that

Heinz was fairly consistent in each of the diagnostics, which led us to little concern over

its reported financials. In the financial analysis ratios, Heinz appeared to closely follow

the industry trends, which we took to mean that its performance was as good as can be

expected from an industry with such volatile costs.

Our forecasts of Heinz’s future financial statements were based on five years of

the company’s own previous financial statements, plus the financial statements of its

competitors compiled show industry trends. In many cases, we assumed that Heinz

would steadily grow to meet certain industry averages, while in other cases, we noticed

trends in its performance over the past five years and chose to carry those forward. In

the end, we feel our forecast is thoughtfully based on solid financial information and

financial theory.

When we began to use our forecasts to compute various valuations, from the

less reliable methods of comparables to the highly complex intrinsic valuation models,

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we continually ran into the fact that our valuations were not consistent with those of

the market. We have confidence in our forecasts and in our valuation methodologies,

and therefore must come to the conclusion that the market’s valuation of Heinz is

erroneous. Our valuation of Heinz, even when we allowed for excessively optimistic

growth, was still less than the value assigned by the market.

It is for this reason we recommend that Heinz stock be sold. The markets over

enthusiasm may be a result of strong consumer spending over the past several years;

however, even under these circumstances we do not believe Heinz has the kind of

growth potential necessary to make the market’s valuation plausible. We feel the stock

price must inevitably go down.

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Appendix:

Heinz's Trend Analysis 2003 2004 2005 2006 2007

LIQUIDITY Current Ratio 1.71 1.46 1.41 1.34 1.21 Quick Asset Ratio 1.02 0.92 0.84 0.72 0.66 A/R Turnover 7.07 6.98 7.42 8.63 9.03 A/R Days 51.65 52.32 49.20 42.32 40.42 Inventory Turnover 4.60 4.09 4.03 5.17 4.68 Inventory Days 79.34 89.21 90.48 70.61 77.96 Working Capital Turnover 6.06 6.68 7.66 12.61 17.52 PROFITABILITY Gross Profit Margin 35.60% 37.93% 37.44% 35.79% 37.69% Operating Profit Margin 14.25% 16.73% 15.81% 12.88% 15.52% Operating Expense Ratio 1.50 1.27 1.37 1.78 1.42 Net Profit Margin 6.88% 10.55% 9.29% 7.47% 8.73% Asset Turnover 0.89 0.77 0.77 0.89 0.90 Return on Assets 5.51% 8.14% 7.12% 6.63% 8.07% Return on Equity 32.95% 67.07% 39.74% 24.81% 38.35% CAPITAL STRUCTURE Debt to equity ratio 6.69 4.21 3.06 3.75 4.45 Times interest earned 5.25 6.04 5.52 3.52 4.34 Debt service margin 2.75 1.68 15.62 2.24 1.46

Campbell's Trend Analysis 2003 2004 2005 2006 2007

LIQUIDITY Current Ratio 0.63 0.63 0.76 0.73 0.78 Quick Asset Ratio 0.22 0.22 0.27 0.40 0.32 A/R Turnover 13.63 14.51 13.89 14.86 13.54 A/R Days 26.78 25.16 26.27 24.56 26.96 Inventory Turnover 4.79 5.35 5.34 5.87 5.90 Inventory Days 76.26 68.17 68.30 62.19 61.88 Working Capital Turnover 7.78 8.29 14.43 9.55 17.40 PROFITABILITY Gross Profit Margin 43.02% 41.10% 40.91% 41.81% 41.90% Operating Profit Margin 16.55% 15.68% 16.01% 15.67% 16.44% Operating Expense Ratio 0.26 0.25 0.25 0.26 0.25 Net Profit Margin 8.91% 9.10% 10.00% 10.43% 10.86% Asset Turnover 1.00 1.07 1.04 0.95 1.22

112

Return on Assets 8.91% 9.71% 10.43% 9.89% 13.25% Return on Equity 68.08% 74.03% 55.67% 43.33% 65.95% CAPITAL STRUCTURE Debt to equity ratio 6.64 6.62 4.34 3.38 3.98 Times interest earned 5.94 6.41 6.15 6.98 Debt service margin Sara Lee's Trend Analysis 9/22/20

03 9/3/2004

9/2/2005

9/14/2006

8/29/2007

LIQUIDITY Current Ratio 1.15 1.06 1.17 1.08 1.31 Quick Asset Ratio 0.55 0.47 0.52 0.54 0.89 A/R Turnover 1.18 1.31 0.79 0.78 1.01 A/R Days 308.31 277.64 463.63 466.92 362.38 Inventory Turnover 4.09 4.32 2.52 7.64 7.19 Inventory Days 89.30 84.41 144.71 47.75 50.75 Working Capital Turnover 24.26 60.58 13.46 23.10 9.15 PROFITABILITY Gross Profit Margin 39.58% 38.58% 40.11% 38.70% 33.15% Operating Profit Margin 9.20% 8.81% 8.34% 3.68% -0.81% Operating Expense Ratio 3.30 3.38 3.81 9.51 -41.70 Net Profit Margin 6.68% 6.50% 6.34% 4.84% 4.10% Asset Turnover 1.18 1.31 0.79 0.78 1.01 Return on Assets 7.90% 8.55% 4.99% 3.79% 4.13% Return on Equity 59.50% 43.15% 24.47% 22.66% 19.27% CAPITAL STRUCTURE Debt to equity ratio 6.51 4.05 3.91 4.99 3.66 Times interest earned 6.61 7.54 4.73 4.15 1.86 Debt service margin 0.35 0.49 0.33 0.33 0.18 Conagra Trend Analysis 2003 2004 2005 2006 2007

LIQUIDITY Current Ratio 2.51 2.21 2.21 1.49 1.49 Quick Asset Ratio 1.08 1.01 1.10 0.94 0.27 A/R Turnover 1.00 1.00 1.00 1.01 1.07 A/R Days 364.91 364.08 364.67 362.57 340.56 Inventory Turnover 4.66 2.87 3.67 3.87 3.83 Inventory Days 78.29 127.28 99.50 94.42 95.31 Working Capital Turnover 2.61 2.98 2.93 5.61 5.96

113

PROFITABILITY Gross Profit Margin 20.49% 25.53% 24.59% 23.63% 26.09% Operating Profit Margin 2.43% 3.54% 1.61% 2.87% 3.42% Operating Expense Ratio 1.24 1.28 1.56 1.55 2.50 Net Profit Margin 1.65% 3.71% 2.07% 4.35% 5.70% Asset Turnover 0.91 0.96 0.95 0.94 0.92 Return on Assets 1.70% 3.56% 1.96% 4.07% 5.27% Return on Equity 7.41% 13.42% 7.34% 18.44% 19.64% CAPITAL STRUCTURE Debt to equity ratio 2.28 1.93 2.02 3.53 2.73 Times interest earned 5.41 3.96 3.75 3.14 5.46 Debt service margin 21.86 21.60 36.39 125.56 94.34

114

Summary Output for 3 month Regressions:

Regression Statistics

Multiple R 0.33014575

7

R Square 0.10899622

1 Adjusted R Square

0.096267596

Standard Error 0.04162928

5

Observations 72

ANOVA

df SS MS F Significance

F

Regression 1 0.01483979

3 0.014839

8 8.56307

9 0.00462247

1

Residual 70 0.12130981

4 0.001733

Total 71 0.13614960

6

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.00353533

4 0.00493294

6 0.716678 0.47595

7 -

0.00630312 0.013373785 -0.006303117 0.013373785

X Variable 1 0.41581988

1 0.14209875

8 2.926273

9 0.00462

2 0.13241284

8 0.699226914 0.132412848 0.699226914

X Variable 1 0.65877180

1 0.18080081

7 3.643632

9 0.00057

5 0.29685964

8 1.020683955 0.296859648 1.020683955

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.43158144

9

R Square 0.18626254

7 Adjusted R Square

0.172232591

Standard Error 0.03638345

5

Observations 60

ANOVA

df SS MS F Significance

F

Regression 1 0.01757426

2 0.017574

3 13.2760

6 0.00057538

4

Residual 58 0.07677783

4 0.001323

8

Total 59 0.09435209

6

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.00485879

5 0.00487730

1 0.996205

6 0.32328

8 -

0.00490418 0.014621774 -0.004904184 0.014621774

X Variable 1 0.65877180

1 0.18080081

7 3.643632

9 0.00057

5 0.29685964

8 1.020683955 0.296859648 1.020683955

Regression Statistics

Multiple R 0.35863644

1

115

R Square 0.12862009

7 Adjusted R Square

0.102991276

Standard Error 0.03377150

2

Observations 36

ANOVA

df SS MS F Significance

F

Regression 1 0.00572375

4 0.005723

8 5.01857

3 0.03172141

5

Residual 34 0.03877748

7 0.001140

5

Total 35 0.04450124

1

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.00641588

8 0.00581946

4 1.102487

8 0.27799

3 -

0.00541069 0.018242461 -0.005410685 0.018242461

X Variable 1 0.59098269

9 0.26380599

6 2.240217

1 0.03172

1 0.05486441

6 1.127100982 0.054864416 1.127100982

Regression Statistics

Multiple R 0.19898610

3

R Square 0.03959546

9 Adjusted R Square

-0.00405928

Standard Error 0.03843242

4

Observations 24

ANOVA

df SS MS F Significance

F

Regression 1 0.00133970

6 0.001339

7 0.90701

4 0.35125515

8

Residual 22 0.03249512

6 0.001477

1

Total 23 0.03383483

2

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.01190824

7 0.00826791

5 1.440296

2 0.16386

4 -

0.00523836 0.029054853 -0.00523836 0.029054853

X Variable 1 0.37296545 0.39161707

1 0.952372

8 0.35125

5 -

0.43919864 1.185129543 -0.439198644 1.185129543

116

Summary Output for 1 year Regression:

Regression Statistics

Multiple R 0.33043278

R Square 0.10918583 Adjusted R Square 0.09645991

Standard Error 0.04162486

Observations 72

ANOVA

df SS MS F Significance F

Regression 1 0.014865607 0.01486561 8.57980033 0.004584871

Residual 70 0.121283999 0.00173263

Total 71 0.136149606

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.00363162 0.004929059 0.73677697 0.46372023 -0.006199081 0.01346231 -

0.006199081 0.013462315

X Variable 1 0.41555599 0.141870127 2.92912962 0.00458487 0.132604948 0.69850703 0.132604948 0.698507032

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.43262613

R Square 0.18716537 Adjusted R Square 0.17315098

Standard Error 0.03636327

Observations 60

ANOVA

df SS MS F Significance F

Regression 1 0.017659445 0.01765944 13.3552275 0.000555993

Residual 58 0.076692651 0.00132229

Total 59 0.094352096

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.00499059 0.004864175 1.02598982 0.30915646 -0.00474611 0.0147273 -0.00474611 0.014727297

X Variable 1 0.65956936 0.180482388 3.65448047 0.00055599 0.298294614 1.02084411 0.298294614 1.020844112

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.36118966

R Square 0.13045797 Adjusted R Square 0.11155489

117

Standard Error 0.03451341

Observations 48

ANOVA

df SS MS F Significance F

Regression 1 0.008220793 0.00822079 6.90141084 0.011661768

Residual 46 0.054794084 0.00119118

Total 47 0.063014878

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.00542167 0.005136319 1.05555574 0.29668376 -0.004917203 0.01576055 -

0.004917203 0.015760546

X Variable 1 0.617868 0.235194282 2.62705364 0.01166177 0.144446468 1.09128952 0.144446468 1.091289523

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.36061431

R Square 0.13004268 Adjusted R Square 0.1044557

Standard Error 0.03374392

Observations 36

ANOVA

df SS MS F Significance F

Regression 1 0.005787061 0.00578706 5.08237715 0.030725213

Residual 34 0.03871418 0.00113865

Total 35 0.044501241

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.00650142 0.005803187 1.12031963 0.27042907 -0.00529207 0.01829492 -0.00529207 0.018294918

X Variable 1 0.59364462 0.263325607 2.25441282 0.03072521 0.058502607 1.12878664 0.058502607 1.128786641

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.2003706

R Square 0.04014838 Adjusted R Square -0.0034812

Standard Error 0.03842136

Observations 24

ANOVA

df SS MS F Significance F

Regression 1 0.001358414 0.00135841 0.92020924 0.347844763

Residual 22 0.032476418 0.0014762

118

Total 23 0.033834832

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.01192293 0.008255068 1.44431675 0.16274194 -0.00519703 0.0290429 -0.00519703 0.029042897

X Variable 1 0.37525802 0.391189048 0.95927537 0.34784476 -0.436018408 1.18653445 -

0.436018408 1.186534448

119

Summary Output for 3 years Regression:

Regression Statistics

Multiple R 0.33342359

R Square 0.11117129 Adjusted R Square

0.098473737

Standard Error 0.04157844

2

Observations 72

ANOVA

df SS MS F Significance

F

Regression 1 0.01513592

7 0.0151359

3 8.75533186

9 0.004208904

Residual 70 0.12101367

9 0.0017287

7

Total 71 0.13614960

6

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0%

Upper 95.0%

Intercept 0.00257862

4 0.00497019

8 0.5188171

5 0.60552461

4 -

0.007334123 0.01249137

1

-0.00733412

3 0.01249137

1

X Variable 1 0.41967605

5 0.14183319

5 2.958941 0.00420890

4 0.136798672 0.70255343

8 0.13679867

2 0.70255343

8

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.43536422

3

R Square 0.18954200

6 Adjusted R Square

0.175568593

Standard Error 0.03631006

6

Observations 60

ANOVA

df SS MS F Significance

F

Regression 1 0.01788368

6 0.0178836

9 13.5644739

8 0.00050795

Residual 58 0.07646841 0.0013184

2

Total 59 0.09435209

6

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0%

Upper 95.0%

Intercept 0.00320077

3 0.00500351

7 0.6397047

2 0.52488343

7 -

0.006814854 0.01321640

1

-0.00681485

4 0.01321640

1

X Variable 1 0.66695586

6 0.18109047

9 3.6829979

6 0.00050795 0.30446389 1.02944784

2 0.30446389 1.02944784

2

SUMMARY OUTPUT

120

Regression Statistics

Multiple R 0.36508140

7

R Square 0.13328443

4 Adjusted R Square

0.114442791

Standard Error 0.03445727

5

Observations 48

ANOVA

df SS MS F Significance

F

Regression 1 0.00839890

2 0.0083989 7.07392849

6 0.010728361

Residual 46 0.05461597

5 0.0011873

Total 47 0.06301487

8

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0%

Upper 95.0%

Intercept 0.00351387

7 0.00534326

4 0.6576274 0.51405508

5 -

0.007241555 0.01426930

8

-0.00724155

5 0.01426930

8

X Variable 1 0.62522819

4 0.23507596

2 2.6596857

9 0.01072836

1 0.152044833 1.09841155

5 0.15204483

3 1.09841155

5

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.36487364

9

R Square 0.13313278 Adjusted R Square

0.107636685

Standard Error 0.03368394

1

Observations 36

ANOVA

df SS MS F Significance

F

Regression 1 0.00592457

4 0.0059245

7 5.22169301 0.028666845

Residual 34 0.03857666

7 0.0011346

1

Total 35 0.04450124

1

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0%

Upper 95.0%

Intercept 0.00432255

5 0.00609191

8 0.7095558 0.48281764

5 -

0.008057711 0.01670282

1

-0.00805771

1 0.01670282

1

X Variable 1 0.60201934

5 0.26345398

9 2.2851024

1 0.02866684

5 0.066616425 1.13742226

5 0.06661642

5 1.13742226

5

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.20024667

1

121

R Square 0.04009872

9 Adjusted R Square -0.00353315

Standard Error 0.03842235

3

Observations 24

ANOVA

df SS MS F Significance

F

Regression 1 0.00135673

4 0.0013567

3 0.91902372

8 0.348149241

Residual 22 0.03247809

8 0.0014762

8

Total 23 0.03383483

2

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0%

Upper 95.0%

Intercept 0.01041089 0.00887570

2 1.1729651

9 0.25335392

7 -0.00799619 0.02881796

9 -0.00799619 0.02881796

9

X Variable 1 0.37630349

8 0.39253184

2 0.9586572

5 0.34814924

1 -

0.437757715 1.19036471

-0.43775771

5 1.19036471

122

Summary Output for 5 year Regression:

Regression Statistics

Multiple R 0.3320197

6

R Square 0.1102371

2 Adjusted R Square

0.09752622

Standard Error 0.0416002

9

Observations 72

ANOVA

df SS MS F Significance

F

Regression 1 0.01500874 0.01500874 8.67264587 0.00438182

7

Residual 70 0.12114086

6 0.00173058

4

Total 71 0.13614960

6

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0%

Upper 95.0%

Intercept 0.0039553

1 0.00491646

8 0.80450308

6 0.42383044

-0.00585027

3 0.0137609

-0.00585027

3 0.0137609

X Variable 1 0.4163288

4 0.14137111

7 2.94493563

1 0.004381827 0.13437304

1 0.69828463

7 0.13437304

1 0.69828463

7

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.4343632

5

R Square 0.1886714

3 Adjusted R Square

0.17468301

Standard Error 0.0363295

6

Observations 60

ANOVA

df SS MS F Significance

F

Regression 1 0.01780154

5 0.01780154

5 13.48768383 0.00052505

8

Residual 58 0.07655055

1 0.00131983

7

Total 59 0.09435209

6

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0%

Upper 95.0%

Intercept 0.0053803

8 0.00483173

6 1.11355055

5 0.270065675

-0.00429138

8 0.01505215

4

-0.00429138

8 0.01505215

4

X Variable 1 0.6628582

1 0.18048950

3 3.67255821

3 0.000525058 0.30156921

6 1.0241472 0.30156921

6 1.0241472

SUMMARY OUTPUT

123

Regression Statistics

Multiple R 0.3640733

7

R Square 0.1325494

2 Adjusted R Square 0.1136918

Standard Error 0.0344718

8

Observations 48

ANOVA

df SS MS F Significance

F

Regression 1 0.00835258

5 0.00835258

5 7.028957399 0.01096374

7

Residual 46 0.05466229

2 0.00118831

1

Total 47 0.06301487

8

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0%

Upper 95.0%

Intercept 0.0056751 0.00510546

6 1.11157308

3 0.272097852

-0.00460167

2 0.01595186

9

-0.00460167

2 0.01595186

9

X Variable 1 0.6221678

7 0.23467245

9 2.65121809

7 0.010963747 0.14979671

8 1.09453902

2 0.14979671

8 1.09453902

2

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.3633691

7

R Square 0.1320371

6 Adjusted R Square

0.10650884

Standard Error 0.0337052

2

Observations 36

ANOVA

df SS MS F Significance

F

Regression 1 0.00587581

7 0.00587581

7 5.172183749 0.02938054

Residual 34 0.03862542

4 0.00113604

2

Total 35 0.04450124

1

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0%

Upper 95.0%

Intercept 0.0065398 0.00578975

9 1.12954687

9 0.266573568

-0.00522640

2 0.01830601

1

-0.00522640

2 0.01830601

1

X Variable 1 0.5975265

1 0.26273637

8 2.27424355

5 0.02938054 0.06358195

6 1.13147107

4 0.06358195

6 1.13147107

4

SUMMARY OUTPUT

124

Regression Statistics

Multiple R 0.2016909

R Square 0.0406792

2

Adjusted R Square

-0.0029262

7

Standard Error 0.0384107

3

Observations 24

ANOVA

df SS MS F Significance

F

Regression 1 0.00137637

5 0.00137637

5 0.932892187 0.34461081

8

Residual 22 0.03245845

7 0.00147538

4

Total 23 0.03383483

2

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0%

Upper 95.0%

Intercept 0.0118638

3 0.00826673 1.43512920

6 0.165315371

-0.00528032

3 0.02900797

3

-0.00528032

3 0.02900797

3

X Variable 1 0.3770760

3 0.39040304

4 0.96586344

1 0.344610818

-0.43257032

8 1.18672238

4

-0.43257032

8 1.18672238

4

125

Summary Output for 7 years Regression:

Regression Statistics

Multiple R 0.3324827

R Square 0.1105447 Adjusted R Square 0.0978382

Standard Error 0.0415931

Observations 72

ANOVA

df SS MS F Significance

F

Regression 1 0.015050619 0.01505062 8.699852584 0.004324125

Residual 70 0.121098987 0.00172999

Total 71 0.136149606

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.0040547 0.004913173 0.82526785 0.412023183 -

0.005744331 0.013853699 -

0.005744331 0.013853699

X Variable 1 0.4168339 0.141321135 2.94955125 0.004324125 0.134977818 0.698690043 0.134977818 0.698690043

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.4346462

R Square 0.1889173 Adjusted R Square 0.1749331

Standard Error 0.0363241

Observations 60

ANOVA

df SS MS F Significance

F

Regression 1 0.017824741 0.01782474 13.5093522 0.00052017

Residual 58 0.076527355 0.00131944

Total 59 0.094352096

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.0055178 0.004821982 1.14429281 0.257202748 -

0.004134486 0.015170006 -

0.004134486 0.015170006

X Variable 1 0.6636547 0.180561412 3.67550707 0.00052017 0.302221813 1.025087676 0.302221813 1.025087676

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.3645577

R Square 0.1329023 Adjusted R Square 0.1140523

126

Standard Error 0.0344649

Observations 48

ANOVA

df SS MS F Significance

F

Regression 1 0.008374821 0.00837482 7.05053793 0.010850112

Residual 46 0.054640056 0.00118783

Total 47 0.063014878

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.0057642 0.005096683 1.13096721 0.263931022 -

0.004494909 0.016023271 -

0.004494909 0.016023271

X Variable 1 0.6230428 0.234642549 2.65528491 0.010850112 0.150731872 1.095353766 0.150731872 1.095353766

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.3638731

R Square 0.1324036 Adjusted R Square 0.1068861

Standard Error 0.0336981

Observations 36

ANOVA

df SS MS F Significance

F

Regression 1 0.005892126 0.00589213 5.188729985 0.029139883

Residual 34 0.038609115 0.00113556

Total 35 0.044501241

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.0065737 0.005784493 1.13642674 0.263724715 -

0.005181851 0.018329156 -

0.005181851 0.018329156

X Variable 1 0.5985578 0.262769886 2.2778784 0.029139883 0.064545191 1.132570502 0.064545191 1.132570502

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.2019222

R Square 0.0407726 Adjusted R Square -0.0028287

Standard Error 0.0384089

Observations 24

ANOVA

df SS MS F Significance

F

Regression 1 0.001379533 0.00137953 0.935124048 0.344046128

127

Residual 22 0.032455299 0.00147524

Total 23 0.033834832

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.0118681 0.008263963 1.43613257 0.165032745 -

0.005270264 0.029006557 -

0.005270264 0.029006557

X Variable 1 0.3775847 0.39046293 0.96701812 0.344046128 -

0.432185821 1.187355279 -

0.432185821 1.187355279

128

Summary Output for 10 years Regression:

Regression Statistics

Multiple R 0.33283841

R Square 0.11078141 Adjusted R Square 0.09807828

Standard Error 0.04158756

Observations 72

ANOVA

df SS MS F Significance

F

Regression 1 0.015082845 0.0150828 8.72080108 0.004280236

Residual 70 0.121066761 0.0017295

Total 71 0.136149606

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.00414008 0.004910615 0.8430871 0.4020514 -

0.005653837 0.013933989 -

0.005653837 0.013933989

X Variable 1 0.41737099 0.141333161 2.9531002 0.00428024 0.135490895 0.699251089 0.135490895 0.699251089

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.43498746

R Square 0.18921409 Adjusted R Square 0.17523502

Standard Error 0.03631741

Observations 60

ANOVA

df SS MS F Significance

F

Regression 1 0.017852746 0.0178527 13.5355301 0.000514329

Residual 58 0.07649935 0.001319

Total 59 0.094352096

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.00564822 0.004812767 1.1735917 0.24535547 -

0.003985576 0.015282022 -

0.003985576 0.015282022

X Variable 1 0.66456822 0.180635014 3.6790665 0.00051433 0.302987961 1.026148486 0.302987961 1.026148486

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.36505652

R Square 0.13326626 Adjusted R Square 0.11442422

129

Standard Error 0.03445764

Observations 48

ANOVA

df SS MS F Significance

F

Regression 1 0.008397757 0.0083978 7.07281569 0.01073412

Residual 46 0.054617121 0.0011873

Total 47 0.063014878

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.00585903 0.005087653 1.1516172 0.25542894 -

0.004381885 0.016099942 -

0.004381885 0.016099942

X Variable 1 0.62392236 0.234603442 2.6594766 0.01073412 0.151690132 1.09615459 0.151690132 1.09615459

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.36453186

R Square 0.13288347 Adjusted R Square 0.10738005

Standard Error 0.03368878

Observations 36

ANOVA

df SS MS F Significance

F

Regression 1 0.00591348 0.0059135 5.21041637 0.02882772

Residual 34 0.038587761 0.0011349

Total 35 0.044501241

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.00661857 0.005777625 1.1455518 0.25998012 -

0.005122978 0.018360114 -

0.005122978 0.018360114

X Variable 1 0.59983644 0.262782616 2.2826336 0.02882772 0.065797916 1.133874966 0.065797916 1.133874966

SUMMARY OUTPUT

Regression Statistics

Multiple R 0.20229437

R Square 0.04092301 Adjusted R Square -0.0026714

Standard Error 0.03840585

Observations 24

ANOVA

df SS MS F Significance

F

Regression 1 0.001384623 0.0013846 0.93872155 0.343138657

Residual 22 0.032450209 0.001475

130

Total 23 0.033834832

Coefficients Standard

Error t Stat P-value Lower 95% Upper 95% Lower 95.0% Upper 95.0%

Intercept 0.0118796 0.008258076 1.4385428 0.16435543 -

0.005246605 0.029005795 -

0.005246605 0.029005795

X Variable 1 0.37842671 0.390583046 0.9688764 0.34313866 -

0.431592945 1.188446365 -

0.431592945 1.188446365

131

Cost of Debt: P/B = 1 + (ROE – Ke/ Ke – g) 33.874/5.77 = 1 + (.4 – Ke/Ke - .054) Ke = 11.293% Weighted Average Cost of Capital- WACC:

• WAAC (Before Tax) = Vd/Vf * Kd + Ve/Vf * Ke o = $8,191,343/$10,033,026 * 5.649193% +

$1,841,683/$10,033,026 * 11.293% = 2.5342% • WAAC (After Tax) = Vd/Vf * Kd (1-T) + Ve/Vf * Ke

o = $8,191,343/$10,033,026 * 5.649193% (1-.35) + $1,841,683/$10,033,026 * 11.293% = 2.3728%

132

Discounted Dividends Model:

Discounted Dividends Approach WACC(BT) 2.5342% Kd 3.67198% Ke 11.2930% 319.15 0 1 2 3 4 5 6 7 8 9 10 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 Earnings 785.75 759.04 800.06 843.30 888.87 936.90 987.53 1040.90 1097.14 1156.43 1218.92 Dividends $461.24 $494.68 $542.56 $590.43 $638.30 $686.17 $734.05 $781.92 $829.79 $877.66 $925.54 687.48 Book Value of Equity $1,841.68 2106.04 2363.55 2616.42 2866.99 3117.71 3371.20 3630.18 3897.53 4176.30 4469.68 Cash From Operations- in millions $1,082.25 $1,140.73 $1,202.38 $1,267.35 $1,335.84 $1,408.02 $1,484.11 $1,564.31 $1,648.84 $1,737.94 Cash Investments- in millions- outflow 423 446 470 496 522 551 580 612 645 680 PV Factor 0.899 0.807 0.725 0.652 0.586 0.526 0.473 0.425 0.382 0.343 PV Dividends Year by Year 444.487 438.034 428.315 416.058 401.878 386.292 369.731 352.554 335.056 317.479 Total PV of Annual Dividends 3889.88 Continuing (Terminal) Value Perpetuity $6,087.70 PV of Terminal Value Perpetuity $2,088.21 Estimated Price per Share (end of 2007) 18.73 Time Consistency- Imp as of 5/1/07 $19.76 Observed Share Price $45.61 Initial Cost of Equity 0.11293 Perpetuity Growth Rate (g) 0

OUR ASSUMPTIONS: WACC(BT) = 2.5342%, Kd = 3.67198%, Ke = 11.293%, 319.15 million SHARES OUTSTANDING, HAVE A DIVIDEND INCREASE OF 15 CENTS PER YEAR

Sensitivity Analysis: Growth

0 0.03 0.054 0.07 0.09

Cost of Equity 0.07 $31.74 $43.88 $86.36 N/A N/A 0.09 $24.76 $30.04 $40.59 $61.70 N/A 0.11293 $19.76 $22.26 $26.09 $31.02 $46.85 0.13 $17.17 $18.73 $20.86 $23.23 $28.85

0.15 $14.88 $15.83 $17.02 $18.21 $20.59

133

Free Cash Flows Model:

WACC(BT) 2.5342% Kd 3.67198% Ke 11.2930% 0 1 2 3 4 5 6 7 8 9 10 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 Earnings 785.75 759.04 800.06 843.30 888.87 936.90 987.53 1040.90 1097.14 1156.43 1218.92 Dividends $461.24 $494.68 $542.56 $590.43 $638.30 $686.17 $734.05 $781.92 $829.79 $877.66 $925.54 Book Value of Equity $1,841.68 2106.04 2363.55 2616.42 2866.99 3117.71 3371.20 3630.18 3897.53 4176.30 4469.68 Cash From Operations $1,082.25 $1,140.73 $1,202.38 $1,267.35 $1,335.84 $1,408.02 $1,484.11 $1,564.31 $1,648.84 $1,737.94 Cash Investments 423 446 470 496 522 551 580 612 645 680 Book Value of Debt and Preferred Stock $8,191.42 Annual Free Cash Flow $659 $695 $732 $772 $813 $857 $904 $953 $1,004 $1,058 $845 PV Factor 0.899 0.807 0.725 0.652 0.586 0.526 0.473 0.425 0.382 0.343 PV of Free Cash Flows $592 $561 $531 $503 $476 $451 $427 $405 $383 $363 Total PV of Annual Free Cash Flows $4,693

Continuing (Terminal) Value Perpetuity $ 33,334

PV of Terminal Value Perpetuity $ 11,434

Value of Firm $16,128

Book Value of Liabilities $8,191.42 g

Estimated Market Value of Equity $7,936 Number of Shares 319.15 0 0.02 0.054 0.07 0.09 Estimated Price per Share (end of 2007) $24.87 0 N/A N/A N/A N/A N/A FV of Time consistent model $25.18 0.01 80.23 N/A N/A N/A N/A WACC 0.0253 25.24 162.37 N/A N/A N/A Observed Share Price $45.61 0.03 19.59 81.02 N/A N/A N/A Initial WACC 2.5342% 0.04 11.97 35.12 N/A N/A N/A Perpetuity Growth Rate (g) 0.0%

134

Residual Income:

WACC(BT) 2.534% Kd 3.672% Ke 11.293% 0 1 2 3 4 5 6 7 8 9 10 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 Earnings 785.75 759.04 800.06 843.30 888.87 936.90 987.53 1040.90 1097.14 1156.43 1218.92 Dividends $461.24 $494.68 $542.56 $590.43 $638.30 $686.17 $734.05 $781.92 $829.79 $877.66 $925.54 Book Value of Equity $1,841.68 2106.04 2363.55 2616.42 2866.99 3117.71 3371.20 3630.18 3897.53 4176.30 4469.68 Cash From Operations $1,082.25 $1,140.73 $1,202.38 $1,267.35 $1,335.84 $1,408.02 $1,484.11 $1,564.31 $1,648.84 $1,737.94 Actual EPS 759.04 800.06 843.30 888.87 936.90 987.53 1040.90 1097.14 1156.43 1218.92 "Normal" (Benchmark) Earnings 207.926 237.772 266.844 295.393 323.683 351.990 380.608 409.847 440.031 471.504 Residual Income (Annual) 551.114 562.288 576.456 593.477 613.217 635.540 660.292 687.293 716.399 747.416 634.349 PV Factor 0.899 0.807 0.725 0.652 0.586 0.526 0.473 0.425 0.382 0.343 PV of Annual Residual Income 495.205 453.990 418.213 386.882 359.198 334.508 312.279 292.074 273.558 256.449 Total PV of Annual Residual Income 3582.356 Continuing (Terminal) Value Perpetuity 5618.681 g 5618.681 PV of Terminal Value Perpetuity 1927.849 0 0.02 0.054 0.07 0.09 Initial Book Value of Equity $1,841.68 Ke 0.07 40.88 48.07 101.5 N/A N/A Book Value of Liabilities 8191.34 0.09 31.17 34.26 47.36 68.95 N/A Estimated Price per Share $23.04 0.11293 24.29 25.66 30.13 34.68 49.29 Time Consistent $24.30 0.13 20.77 21.57 23.90 25.9 30.67 0.15 17.68 18.13 19.31 20.22 22.03 Observed Share Price $45.61 Initial Cost of Equity 0.1129 Perpetuity Growth Rate (g) 0

135

Long Run Return on Equity Residual Income Model:

Book Value of Equity 5.77 Long Run Return on Equity 0.2919 Long Run Growth Rate in Equity 0.054 Cost of Equity 0.11293 Estimated Price per Share (end of 2007) 23.29 Time Consistent Price 24.57 Observed Share Price $45.61 WACC(BT) 0.02534 Kd 0.0367 Ke 0.11293 0 1 2 3 4 5 6 7 8 9 10 2007 2008 2009 2010 2011 2012 2013 2014 205 2016 2017 Earnings 785.75 759.04 800.06 843.30 888.87 936.90 987.53 1040.90 1097.14 1156.43 1218.92 Dividends $461.24 $494.68 $542.56 $590.43 $638.30 $686.17 $734.05 $781.92 $829.79 $877.66 $925.54 Book Value of Equity $1,841.68 2106.04 2363.55 2616.42 2866.99 3117.71 3371.20 3630.18 3897.53 4176.30 4469.68 Return on Equity 41.21% 37.99% 35.68% 33.97% 32.68% 31.67% 30.88% 30.22% 29.67% 29.19% BVE Growth 14.35% 12.23% 10.70% 9.58% 8.75% 8.13% 7.68% 7.36% 7.15% 7.03% Average ROE 33.32% Average BE Growth 9.30%

136

g

0 0.03 0.054 0.07 0.09

Ke 0.07 $24.73 $38.80 $88.04 N/A N/A

0.09 $19.41 $26.10 $39.49 $ 66.26 N/A

0.11293 $15.63 $19.08 $24.38 $ 31.19

$ 53.09

0.13 $13.68 $15.95 $19.05 $ 22.49

$ 30.67

0.15 $11.96 $13.41 $15.21 $ 17.02

$ 20.63

ROE

0.25 0.27 0.2919 0.31 0.33

Ke 0.07 $73.11 $80.58 $88.74 $ 95.50

$ 102.96

0.09 $32.80 $36.14 $39.81 $ 42.84

$ 46.18

0.11293 $20.25 $22.31 $24.57 $ 26.44

$ 28.51

0.13 $15.82 $17.43 $19.20 $ 20.66

$ 22.27

0.15 $12.63 $13.92 $15.33 $ 16.50

$ 17.79

g

0 0.03 0.054 0.07 0.09

ROE 0.25 $13.48 $16.15 $20.25 $ 25.52

$ 42.47

0.27 $14.55 $17.62 $22.31 $ 28.36

$ 47.78

0.2919 $15.73 $19.22 $20.25 $ 31.46

$ 53.60

0.31 $16.71 $20.55 $24.57 $ 34.03

$ 58.40

0.33 $17.79 $22.02 $28.51 $ 36.87

$ 63.71

137

1 2 3 4 5 6 7 8 9 Perp

Forecast Years

2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 EPS 785.75 759.04 800.06 843.30 888.87 936.90 987.53 1040.90 1097.14 1156.43 1218.92 DPS $461.24 $494.68 $542.56 $590.43 $638.30 $686.17 $734.05 $781.92 $829.79 $877.66 $925.54 DPS invested at 15% (Drip) 55.865 61.271 66.677 72.083 77.490 82.896 88.302 93.708 99.114 Cum-Dividend Earnings $855.925 $904.571 $955.547 $1,008.983 $1,065.020 $1,123.796 $1,185.442 $1,250.138 $1,318.034 Normal Earnings $844.758 $890.411 $938.534 $989.250 $1,042.704 $1,099.052 $1,158.449 $1,221.040 $1,287.026 Abnormal Earning Growth (AEG) $11.17 $14.16 $17.01 $19.73 $22.32 $24.74 $26.99 $29.10 $31.01 $21.80

PV Factor $0.899 $0.807 $0.725 $0.652 $0.586 $0.526 $0.473 $0.425 $0.382 PV of AEG $10.033 $11.432 $12.342 $12.862 $13.070 $13.022 $12.764 $12.363 $11.838 Residual Income Check Figure $11.17 $14.17 $17.02 $19.74 $22.32 $24.75 $27.00 $29.11 $31.02

Core EPS $759.04 Total PV of AEG $109.73 Continuing (Terminal) Value $193.07 PV of Terminal Value $73.71 Total PV of AEG $183.43 Total Average EPS Perp (t+1) $942.47

Capitalization Rate (perpetuity) 0.11293 Intrinsic Value Per Share (end 1987) $26.15 time consistent implied price 27.59 Nov 1, 1988 observed price $45.61 Ke 0.11293 G 0 Sensitivity Actual Price per share $45.61 Growth

0 0.03 0.054 0.07 0.09

Ke 0.07 $56.59 $65.48 $96.58 N/A N/A

0.09 $38.48 $41.06 $46.22 $ 56.54 N/A

0.11293 $27.59 $28.37 $29.56 $ 31.10 $ 36.05

0.13 $22.61 $22.95 $23.42 $ 23.94 $ 25.18

0.15 $18.58 $18.71 $18.87 $ 19.04 $ 19.36

Abnormal Earnings Growth Model:

138

Methods of Comparables:

2007

Company EPS BPS DPS PPS share size

Heinz 2.46 5.77 1.49 45.61 319.15

Campbells 2.22 3.37 0.84 36.42 384.11

Sara Lee 0.70 3.61 0.40 16.06 724.53

Conagra 1.75 9.41 0.73 23.29 487.25

Company P/E Forward P/E trailing P/B D/P P.E.G. Heinz 19.16 18.53 7.90 0.03 2.45 Campbells 16.38 17.27 10.80 0.02 2.60 Sara Lee 23.09 33.33 4.45 0.02 2.42 Conagra 13.29 16.25 2.48 0.03 2.00

EBITDA P/EBITDA FCF P/FCF EV EV/EBITDA 1.76 25.91 4.46 10.24 19.63 11.15 1.15 31.67 3.96 9.20 16.73 11.08 1.37 11.72 -0.09 -187.68 14.05 10.26 1.80 12.94 0.86 26.99 15.46 8.59

2007 Actual Price $45.61 P/E Trailing $54.82 P/E Forward $36.76 P/B $30.79 D/P $14.37 P.E.G. $30.09 P/EBITDA $33.07 P/FCF $10.74 EV/EBITDA $54.03

139

References: 1. Heinz Website: www.heinz.com

2007 Annual Report

2003-2007 10K

2. Campbell’s Website: www.campbells.com

2003-2007 10K

3. ConAgra Website: www.conagrafoods.com

2003-2007 10K

4. Sara Lee Website: www.saralee.com

2003-2007 10K

5. Business Analysis and Valuation- Fourth Edition by Palepu and Healy

6. Investor Words: www.investorwords.com

7. http://beginnersinvest.about.com

8. http://pages.stern.nyu.edu

9. Yahoo Finance: www.finance.yahoo.com

10. ES3 LLC.: www.es3.com

11. www.investopedia.com

12. www.answers.com

13. research.stlouisfed.org/fred2