by David Merkel, Aleph Blog
I participate in an online group of Johns Hopkins students and Alumni, mainly discussing company analysis and valuation. This is what I posted on the Heinz acquisition by 3G and Buffett:
There are two ways to look at this: like Buffett or like 3G. Letâs look at both:
(1) 3G will be the active partner. Their stake is equity only, and own 70%. They very well may have cost savings or product or marketing synergies. They are businessmen, not speculators. They will use Heinz to create a better & more global company.
(2) Buffett gets 30% of the equity for $4B, and $8B of preferred stock paying a 9% coupon. It doesnât matter much where he places the equity in his holding company, but the preferred will go into some of the insurance companies, where it will be financed by cost-free float, require minuscule amounts of capital, and be taxed at preferential rates.
Over a long enough period of time (~20 years), the preferred pays for the whole deal, and any value of owning 30% of Heinz is gravy. (They sell gravy too.)
After the Burlington Northern acquisition, I wrote this post to justify the price paid: The Forever Fund. Regarding Heinz, ask the same questions â what would take to create a company like Heinz from scratch, i.e. replacement cost, including all of the regulatory hurdles.
Between Buffett and 3G, you likely have the financing and the savvy for a significant joint venture that will be mutually profitable. Nothing is a slam-dunk, but this looks good.
Full disclosure: long BRK/B
To sum this up: Buffett gets focused talent; he doesnât have to concern himself with managing Heinz. He gets a stable asset that he can cheaply finance that will throw off a minimum of 6% on average (assuming 3G performs adequately; they have done better than adequate in the past).
3G gets patient capital. They can take short and long-term steps to maximize the value of Heinz without a lot of interference or second guessing. And if they do it very well, their upside is levered by Buffettâs preferred financing.
If they blow it⌠thatâs another thing, but Buffett would hold the option of restructuring Heinz with a new partner, or finding talent to run it internally at BRK. After all, itâs not like he doesnât have the liquidity to do it.
Full disclosure (David Merkel): long BRK.B