2009 | 2010 | ||||||
Price: | 13.75 | EPS | $0.00 | $0.00 | |||
Shares Out. (in M): | 53 | P/E | 0.0x | 0.0x | |||
Market Cap (in $M): | 732 | P/FCF | 6.4x | 0.0x | |||
Net Debt (in $M): | 0 | EBIT | 92 | 0 | |||
TEV (in $M): | 874 | TEV/EBIT | 9.5x | 0.0x |
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Davis + Henderson Income Fund (DHF) is a limited-purpose trust. The company provides cheque supply programs to Canadian financial institutions that provide retail banking services to small businesses and individuals. Secondly, through its Filogix segment, it also provides credit lifecycle management services and technology to US and Canadian institutions.
Resolve Business Outsourcing Income Fund (RBO) provides outsourced business solutions to other businesses. Services include financial and administrative solutions, contact center services, and supply chain management.
Davis + Henderson acquired Resolve Business Outsource in July 2009.
*all figures in Canadian dollars.
Investment Thesis
The merger closed on July 31, 2009. Therefore, financial statements with the combined results have not yet been filed, and consequently, I believe the market has missed the earnings power of newly combined company. Davis + Henderson provides pro forma numbers in its offer documents but I doubt very few people have actually read the document.
The newly combined company has the following:
This is a $14 stock that should generate free cash flow / share at around $2.1 - 2.3. I expect the stock to pick up once it starts filing with combined results. Additionally, free cash flow exceeds dividends. Which means you can get 13% yield to sit and wait for Mr Market until 2011.
Business Overview
Cheque Supply program
The company acts as a provider of cheque supply programs to financial institutions that provide retail banking services to businesses and individuals. With the seven largest Canadian banks and a numerous credit unions as its customer, the company is effectively a monopoly, albeit in a slowly dying business as the world moves toward paperless money.
Supply printed paper cheques and deposit programs (security deposit bags and personalized deposit documents).
eSwitch
The company's answer to the challenge of alternative payment. This service allows the financial institution's account holders the switching of pre-authorized debits and credits from one chequing or credit account to another and also initial set up of pre-authorized debits to credit cards.
Moat
Monopoly
Tollbooth
High barrier to entry
Risks
Cheques are threatened by alternative payment methods such as Visa and Paypal etc. Management believes the decline to be in low, single-digit range in the near term. I believe this poses the biggest risk to the company in two ways: 1) the rate of decline could accelerate sharply. 2) has already limited unit price growth
Filogix:
This segment provides technology and services that allow residential mortgage and consumer lenders to manage the entire credit lifecycle - from underwriting, loan origination, credit decision-making, asset-security registration , loan monitoring, repayment and security discharge.
Filogix Expert
Filogix Express
Filogix Exchange
Filogix Marketplace
Cyence
Moat:
Network effect
Toll Booth
Risks
Filogix is heavily influenced by mortgage activity, which in turn is driven by the number of home sales, changes in home prices, interest rates, employment rates and the economic conditions. If the current recession lingers, the Canadian residential market would weaken and so would revenue.
CollateralGuard + Canadian Securities Registration Systems
The company provides a fully automated reporting solution for lenders to manage their secured loans back by personal and small business property (automobiles, RV's etc). This platform searches public record registries of personal property in Canada and permits lenders to amend, renew and discharge loan security registrations in seconds.
"The lien search and registration business of Davis + Henderson (that is, the CollateralGuard product) operates in a highly competitive industry with its main competitors being Canadian Securities Registration Systems ("CSRS") .... ........Management believes that Davis + Henderson competes favourably with respect to each of these criteria although, currently, its market share is substantially less than the market share of CSRS."
Source : 2008 DHF annual information form
"Search and Registration Services. The Company is the largest provider of personal property registrations and searches in Canada, processing approximately 3.5 million transactions annually for the Canadian financial services industry. Management believes that the Company is the dominant outsource service provider in this sector."
Source : 2008 RBO annual information form
Moat
Economies of scale
Toll Booth
Risks
Student Loan Administration
The loan portfolio under administration is $15.4B, which represent 2 million student loan accounts across major Canadian banks and provincial and federal governments.
Moat
Credit Cards & other Admin solutions
The company provides back office admin and customer care services for one large Canadian credit card issuer, and also processes 1.7 million credit card applications annually for major banks and retailers, 6.5 million non-credit card applications, 5.3 million medical/dental claims, and 4 million financial payments.
Moat
High switching cost
Risks
Contact Center Services
Moat
High switching cost
Supply Chain Management
Competition
There are two types of competition. 1) Other service provider. 2) Customer's own internal business process capabilities.
Current Recession
I believe the ongoing recession has actually helped outsource service provider. To provide these services internally would entail an initial fixed cost and a continuous variable cost for these businesses, as they are trying to cut costs, shrink assets, and attain higher efficiency. Outsourcing to 3rd party providers such as Davis + Henderson, who can provide these services at a lower cost due to their larger scale and expertise represents a superior solution and I expect this to continue.
DHF's Management
I believe DHF has a strong management team evident by the following:
They have great business senses.
Year acquired |
Name |
Business |
2005 |
Advanced Validation System |
Lien Search |
2006 |
Filogix |
Residential mortgage servicing |
2007 |
nm |
nm |
2008 |
Cyence |
credit lending software |
2009 |
Resolve Business Outsouring |
Diversified solutions provider |
% of revenue |
2005 |
2006 |
2007 |
2008 |
NewCo |
Cheque Supply |
100% |
90% |
83% |
81% |
45% |
Other |
0% |
10% |
17% |
19% |
55% |
The acquired targets have several common traits.
1) Toll booth-like business model. Earns fees whenever services are used.
2) Provide mission-critical services that have high switching costs for users
3) Competes based on quality and reliability rather than price. Thus, allowing the company to differentiate itself based on efficiency and value-added. Additionally, this helps to protect profit margins.
They stayed within their core competency.
The Merger
Davis + Henderson had focused on the CSRS asset and had offered to buy RBO in November 2007. In hindsight, it was fortunate that RBO, then trading at $8, turned down the offer. In April 2008, RBO undertook a strategic review and began to court potential suitors. DHF offer to buy the CSRS division only and was turned down again. With the "help" of the credit crisis, DHF had finally closed the offer with an all-stock offer equivalent to around $3.65/share, or at EV/EBITDA of 5x.
Final Purchase Price |
|
Value of D+H Units issued |
117.29 |
Debt |
66.87 |
Final Value |
184.16 |
RBO |
|
Revenue - TTM |
364.34 |
EBITDA - TTM |
36.41 |
Deal Multiple |
|
EV/Revenue |
0.51 |
EV/EBITDA |
5.06 |
Source: Bloomberg
Valuation
Pro Forma FCF |
|
Net income |
82.66 |
depreciation/amortization |
52.74 |
other non-cash charges |
(0.43) |
adjusted CF |
134.97 |
capex |
(16.00) |
FCF |
118.97 |
diluted # of shares |
53.23 |
FCF/Share |
2.23 |
Leverage |
|
Net debt |
287.43 |
FCF + interest expense |
134.39 |
2.14 |
Source: company reports
With great underlying business and low leverage, DHF is at least worth 12x FCF ($26 ) which would imply an upside close to 100%. I also believe that intrinsic value is higher, based on my view on the quality of the business and forward growth rates.
* filing of the next quarter / annual report.
* once the market realize the earnings / FCF of the combined company
* recognize that DHF is no longer just a cheque printing business.
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