Paying Back Your Shareholders
Paying Back Your Shareholders
Paying Back Your Shareholders
Strategy&CorporateFinance
Article
May2011
Successful companies inevitably face that prospect. The only real question is how.
M
ost successful companies eventually find themselves generating more cash
than they can reasonably reinvest in their businesses at attractive returns on
capital. Even in the wake of the recent recession, investors are pressuring companies to
distribute a mountain of cash theyve accumulated in the past few years. In fact,
European and US companies currently hold a total of around $2 trillion in excess cash.1
For many companies, that pressure raises several questions. How much cash should they
return to shareholders and how much should they retain for investment and for
managing volatility? When they do return cash to shareholders, how should they do so
through cash dividends or share repurchases?
Some executives and board members argue that returning cash to shareholders reflects a
failure of management to find enough value-creating investments. Share repurchases
and dividends, these people argue, send a negative signal to the markets that a company
can find nothing better to do with its cash. But in most cases, simple math leaves such
companies with little choice: if they have moderate growth and high returns on capital,
its functionally impossible for them to reinvest every dollar they earn.
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Consider this example: a company earning $1 billion a year in after-tax profits, with a 25
percent return on invested capital (ROIC) and projected revenue growth of 5 percent a
year, needs to invest about $200 million annually2 to continue growing at the same rate.
That leaves $800 million of additional cash flow available for still more investment or
returning to shareholders.3 Yet finding $800 million of new value-creating investment
opportunities every year is no simple taskin any sector of the economy. Furthermore, at
a 25 percent ROIC, the company would need to increase its revenues by 25 percent a year
to absorb all of its cash flow. It has no choice but to return a substantial amount of cash to
shareholders (Exhibit 1).
Exhibit1
Moreover, concerns about negative signals to the market are misplaced. Weve never seen
a situation in which the stock market was surprised that a company couldnt reinvest its
cash flow. As many companies are currently finding, investors typically anticipate
distributions to shareholders long before managers decide to undertake them, since its
obvious that there arent many alternatives. (What investors dont know is when a
company will return the cash, so the share price often rises when companies begin share
repurchase programs.) It therefore comes as little surprise that, in aggregate, US
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Exhibit2
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While distributions to shareholders, relative to income, have been stable for a long time,
the split between dividends and share repurchases has changed significantly. Until the
early 1980s, less than 10 percent of distributions involved share repurchases. Now, about
50 to 60 percent do.
Why the shift? Its primarily about flexibility. Companies, especially in the United States,
have conditioned investors to expect that dividends will be cut only in the most dire
circumstances. From 2004 to 2008, just 5 percent of US-listed companies with revenues
greater than $500 million cut their dividend, and in almost every case the company faced
a severe financial crisis. So companies are reluctant to establish a dividend level that they
arent confident of sustaining. They opt, instead, to buy back shares.
Some investors, too, prefer repurchases because they can then choose whether or not to
participate. Institutional investors, for example, can maintain their investment in a
company without the transaction costs of reinvesting dividends. Individual investors, by
not participating in a share repurchase, can defer taxes on the dividends and turn them
into capital gains even years in the future.
Does it matter whether distributions take the form of dividends or share repurchases?
Empirically, the answer is no. Whichever method is used, earnings multiples are
essentially the same for companies when compared with others that have similar total
payouts (Exhibit 3).5 Total returns to shareholders (TRS) are also the same regardless of
the mix of dividends and share repurchases (Exhibit 4).6 These results should not be
surprising. What drives value is the cash flow generated by operations. That cash flow is
in turn driven by the combination of growth and returns on capitalnot the mix of how
excess cash is paid out.
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Exhibit3
Exhibit4
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So how should a company decide between repurchases and dividends? That depends on
how confident management is of future cash flowsand how much flexibility it needs.7
Share repurchases offer companies more flexibility to hold onto cash for unexpected
investment opportunities or shifts in a volatile economic environment. In contrast,
companies that pay dividends enjoy less flexibility because investors have been
conditioned to expect cuts in them only in the most dire circumstances. Thus, managers
should employ dividends only when they are certain they can continue to do so. Even
increasing a dividend sends signals to investors that managers are confident that they
will be able to continue paying the new, higher dividend level. Share repurchases also
signal confidence but offer more flexibility because they dont create a tacit commitment
to additional purchases in future years.8 (As an aside, signaling effects, whether for
dividends or share repurchases, do not reflect value creation. They may lift the markets
expectations of a companys future cash flows but do not affect the cash flows themselves
and therefore do not create any value.) As you would expect, changing the proportion of
dividends to share buybacks has no impact on a companys valuation multiples or TRS,
regardless of payout level.
One argument for share repurchases that doesnt hold up to scrutiny: share repurchases
increase value because they increase earnings per share. Such an increase is a simple
mathematical effect offset by a decline in the price-to-earnings ratio, since a company is
more risky as a result of higher leverage. The net effect on share value is zero. Another
argument for share repurchases is that companies can repurchase undervalued shares
for the benefit of those shareholders who hold on to them. In theory this is correct;
however, weve rarely seen companies with a good track record of repurchasing shares
when they were undervalued; more often than not, we see companies repurchasing
shares when prices are high.
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1. Excesscashisdefinedastheamountofcashoutstandingoverandaboveoperating
cash,whichisdefinedat2percentofrevenue.
2. Overandabovereplacementcapitalexpendituresthat,weveassumed,equal
depreciation.Ifthecompanyhassomedebtfinancing,itcouldreturnevenmoreofitsprofits.
3. Thesamebasicprincipleappliestodifferentcompanies,dependingontheirlevelsof
growthandreturnsoncapital.
4. IBMreturned$73billiontoinvestorsandreceived$17billionfromissuingnewshares
(primarilytheexerciseofemployeestockoptions),fornetdistributionsof$56billion.IBMcould
payoutmorecashthanitgeneratedfromoperationsbecauseitalsogeneratedcashflows
fromdivestitures,borrowing,andchangesincashbalances.
5. Wealsoexaminedthevalueofcompaniesbyusingstatisticaltechniquesandfoundno
impactonthedividendorsharerepurchasemixonceweadjustedfordifferencesintotal
payouts,growth,andreturnsoninvestedcapital.
6. Afteradjustingfordifferencesintotalpayout.
7. SeeMarcH.Goedhart,TimothyKoller,andWernerRehm,Makingcapitalstructure
supportstrategy,February2006.
8. Theacademicresearchisnotconclusiveonwhetherdividendincreasesorshare
repurchasessendastrongersignaltoinvestors.
Bin Jiang is a consultant in McKinseys New York office, where Tim Koller is a partner.
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