Dow Chemical Case

Question 1

Polyethylene is the world’s most widely used plastic. Polyethylene plastic’s principal application was in packaging, from trash bags to milk jugs. It was widely used in the manufacture of everything from trash bags, picnic cutlery and garbage pails, to plastic toys. Polyethylene also replaced glass, wood, and metal in certain applications. There were three types of polyethylene, Low-density polyethylene, High density polyethylene and Low linear density polyethylene. Polyethylene produced from ethylene. Ethylene is produced from oil or natural gas.

Ethylene plants separated either naphtha molecules (derived from crude oil) or ethane molecules (derived from natural gas). The ethylene derived from this process was used to produce polyethylene. The critical success factors in this business were capital intensive and economies of scale. Polyethylene was a global commodity product and pricing worldwide typically fell into a narrow band. The demand for polyethylene was large because it was the world’s most widely used plastic and polyethylene customers were typically small and medium-sized plastic processing companies.

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The big Risks in the industry

• The raw material risk - Cracking naphtha (the raw material derived from crude oil) required much more energy, manufacturing intensity, and equipment than cracking ethane (derived from natural gas). Supply of primary materials and electricity are crucial to success of polyethylene production.
• Cost risk - large plant sizes and the need for economies of scale rendered the ethylene industry highly capital intensive. A plant for cracking ethane was estimated to hundreds of millions and the cost for a plant for cracking naphtha is double.

Capacity additions or reductions could significantly affect balance of supply and demand, influencing capacity utilization rates, prices, and profit margins.

Ethylene profitability was tightly links to its global operating rate. The ethylene business links to oil companies, governments, pure chemical companies, conglomerates, private investors, and joint ventures.

Competition of polyethylene industry in Argentina and in the global market. The government operator was directly or indirectly financing capital – intensive ethylene plants in order to stimulate downstream business. Some of countries, the government contribute the investment.

The margins for producers of ethylene and first-order derivatives (mostly plastics) were highly correlated because the producers for them were highly integrated.

Question 2

The stages of the project

• Stage 1: involved taking control of PBB, which comprised the ethylene cracker and polyethylene plant, and then upgrading the facilities in order to make them internationally competitive
• Stage 2: involved acquiring Polisur’s two polyethylene plants
• Stage 3: involved building a new ethylene cracker and a polyethylene plant

These three stages are closely related to each other. The next stage would be reached only if the previous stages achieved, and the followed stages ensure the success of the previous stages. Acquiring PBB offers Dow the opportunity to enter Argentina market, and this is the first step for Dow to take over control of Bahia Blanca’s polyethylene activities. Dow is bidding not only for PBB in the privatization, but also an overall plan for the development of Dow’s polyethylene business in Argentina.

Dow will decide on the price to bid for PBB in the upcoming privatization, the price is based on the valuation of the entire project (stage 1, 2 and 3). The three stages are one big project. Dow’s bid for PBB should not be based solely on the value of Stage 1 of the project. Gaining control of PBB would be the first step in the project. But taking all the factors discussed above into consideration, Dow should value all the 3 stages in order to bid on the PBB project. Dow believed that it had the opportunity to become the number-one player in the Latin American polyethylene industry.

To achieve this goal, Dow would also have to acquire Polisur’s two polyethylene plants (stage 2) and expand existing capacity. The expansion of its polyethylene capacity in Bahia Blanca would require the company to build a world-class competitive cracker (stage 3). Doing so would nearly triple PBB’s ethylene capacity. Therefore, Dow had to not only consider what to bid for PBB in the privatization, but also develop an overall plan for the development of Dow’s polyethylene business. Dow had to incorporate the terminal value of each stage of the project.

Question 3

The followings are the arguments that support the acquisition of PBB: 1. The whole project will increase Dow shareholder’s wealth. As a public company, the first aim of the management team is to increase the shareholder wealth. The project proposed by the management team is definitely consistent with this goal. And bidding on the PBB is the first stage of the whole project. The exact increase in shareholders’ equity may be various at this point as it depends on lots of other factors ( we will discuss the risk of valuation thought the whole case), but in general, the management team is confident in the future outlook.

The other important strategic purpose of acquiring PBB is that it is the first stage towards consolidating all Bahia Blanca’s polyethylene activity under Dow’s control. The 3-stage project will make Dow to be the leading company of polyethylene in Argentina, even in Latin America because of its MNC background. This will have a long term positive influence in Dow’s stock price as well as shareholders’ equity.

Also, as indicated in the case, the demand of polyethylene will increase in the next couple years.

Argentina is an emerging market, which is facing a rapid transformation. Dow’s vice president anticipated continued improvement in standards of living, which will lead to increase demand for polyethylene in Argentina, as well as in Latin America. The expected growth in polyethylene demand made PBB a potentially attractive acquisition.

PBB right now is a government controlled complex which is going to privatize. For Dow, it is a perfect opportunity to build long term relationship with Argentina government. It will give Dow more opportunities in the market of Argentina and Latin America.

Question 4

The followings are the mains risks of the project for Dow beyond the general industry risks discussed in Question 1:

1. Country risk. Argentina is an emerging market. It is widely agreed that when we estimate the risk of emerging market by using the traditional model like CAMP, the result also unfavorable. Some reasons are the market is highly concentrated and integrated. And also the country risk cannot be diversified. So it brings the uncertainty to Dow’s valuation.
2. Political risk. Political risk is part of country risk. It is identified as the potentially adverse impact a country’s environment has on a firm’s future cash flows. And it will affect Dow’s future expected returns and valuation measures. If there is some major political unrest in Argentina, the government expropriates PBB, Dow will face a significant loss. Also, if the Argentina government default on its debt, Dow would face the bad debt which is an huge cost and will drag down the expected cash flows.
3. Economics risk. The privatization in Argentina was the progress to control the fiscal problems, like hyperinflation, stagflation and huge fiscal deficits. As an emerging country, Argentina had not developed a healthy financial market within the country. The unstable economy would lead to a huge possibility of default. Another possible aspect was the economics risk of the world. If there was an economics downturn, the huge investment of the project would worth less and Dow will facing difficulties to rise equity to finance the project.
4. Unexpected risk:
5. Unexpected shortage of energy. The industry is really energy intensive. If there is a energy shortage such as the decreased supply of oil, the whole project will face negative return.
6. Unexpected rise in variable cost, such as transportation cost. The unexpected rise in variable cost will have negative impact on Dow’s cash flow. The decrease of expected cash flow will lead the decrease value of the project.
7. There are 3 stages of the whole project. If one of them did not work well, the overall goal will be affected and the whole project would have the risk of failure.

Question 5

• Given in the case that Dow’s cost of capital for similar U. S. based projects is 10%, thus we chose to use NPV to evaluate the different stages of the project, by discounting each year’s expected cash flow (Exhibit 9, 10 & 11) to the base year-1995.

So, we add back Dow’s investment to get the actual cash flow of PBB. Since Dow’s share in PBB is 51%, it gets 51% of PBB’s cash flow and we discount the cash flow. Next we calculate the sum of Present Value of Dow’s investment in each year, and subtract it from Dow’s 51% share in PBB. This number reflects the actual net cash flow been distributed to Dow.

The risks we are talking about are not diversifiable. Since November 1995, the Convertibility Law tied the peso to the U. S. dollar, even thought the market thinks the fixed exchange rate would last for several years, but as the executives of Dow, Virgnar and Marcer need to consider the possibility of future crises. Uncertainty about future currency thus will increase the discount rate of project in Argentina, which means that Dow’s cost of capital is increased. Possible impact of government policies relevant to foreign investments is another issue, example increased tax rate.

This will leave Dow with a lower investment return than before. In practice it is often difficult to quantify the likelihood and impact of political risk on international investments; given US and Argentine Yields in the case, we can adjust the discount rate by adding the sovereign yield spread between U. S. and Argentina. The idea is that the bond spreads between two countries with same maturity reflects country risk. The country with the higher yield in this case is Argentina; it offers approximately 10% more than the U. S’ yield shown in Exhibit 12.

The reason behind that is Argentina has a higher country risk than U. S. , so it has to offer a higher yield in order to compensate the investors for taking additional risks. Therefore Dow should take these additional risks into consideration when evaluating the project. The adjusted discount rate for the project should be 20%, 10% ( cost of capital for similar U. S projects from Q5) + 10% (Argentina’s country risk) and this change in the discount rate will have a big impact on the value of each stage in the project which we will examine later.

There are two major advantages of adjusting the discount rate by adding the sovereign yield spread. One of the advantages is the countries’ bond yields are easy to find, observe and access, investors can easily calculate the country risk by subtracting the two bond yields. Another advantage is that the yield of bond is forward-looking, it does not only incorporate today’s condition, also the yield reflects the market’s future expectation of a country’s risk and return so it is a good representation of cost of equity in a particular country.

Salomon Smith Barney model is similar to the model that we just described, but with additional inputs and refinements. If we have more information from S&P country sovereign ratings, country ratings, and macro variables, we could adjust discount rate for the project more accurately. Furthermore, the political risk premium that we can add to the discount rate can be scaled up or down based on subjective scores for Dow’s access to capital, susceptibility of the project investment to Argentina’s political risk and the importance of the investment for Dow.

Therefore, the more relevant information we have, the more accurate discount rate we can construct to help evaluate the project.

Question 6

The calculation process for is basically the same as in question 5, except here we use the cost of capital 20% instead of 10% to discount expected cash flow. Calculation shows in Table 5 (in Million U$). The project worth is $464. 734 which about only 20% of the project value if it located in US. The largely decrease in project value is due to the higher country risk in Argentina than in the US.

The higher country risk was reflected in the higher discount rates which lower the present value of the cash flow. In stage 1, the present value of expected cash flow (CFs) is 160. 32 which is 54% lower than the stage 1 value in question 5. The percentage of decrease is lower than the total project value’s decrease, since most of the value in stage 1 was generate from early years cash flow. The country risk in the short run is lower than in the long run. Because in the long run there are more chances for uncertainty events to happened. In stage 2, the present value of CFs is 194. 81 and it is 51% lower than the project value in US which also less than the percentage decrease of the total project value. And this is due to the same reason as in stage 1. In stage 3, the value is $109. 837 which is 89% lower than the question 5’s value. The significant decreasing value is due to the value of stage 3 is mainly from terminal value. Since there are higher country risk and more uncertainty in the long run, stage 3’s long run cash flows ( include terminal value) are heavily discounted which lead to low present value.

Question 7

Dow should bid for PBB no matter the project is in US or Argentine, since the total project values and stage 1 values are both positive in these two countries. Because Dow is an American company, the shareholders care about the US returns. The Project cash flows and stage 1cash flows are discounted by the cost of capital in US and get positive present values, which mean the PPB will increase Dow’s shareholder wealth. To determining how much Dow should bid, the company should aware that there are some requirements made by the Argentina government.

First, the government set the minimum accepted price is 150million U$, which is the lowest range for Dow’s bid. Second, the government requires the bidder to have a statement of net worth of at least 5 billion U$. While, Dow has two other competitors Copesul and Perez also want to bid PPB. However, Copesul only has net worth $929,538,000 and Perez has net worth $1,461,000,000. Even if Copesul and Perez combine to bid PPB, their total net worth around $2,391,000,000 will be smaller than the $5 billion requirement.

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