companies that grow and earn a return oncapital that exceeds their cost of capital create value.
Investors in most companies don’t know what’s really goingoninsideacompanyorwhatdecisionsmanagersaremaking.Theycan’t know, for example, whether the company is improving its margins by finding more efficient ways to work or by simply skimping on product development, maintenance, or marketing.
Lynn Stout’s book The Shareholder Value Myth argues persuasively that nothing in U.S. corporate law requires companies to focus on shareholder value creation.6 But her argument that putting shareholders first harms nearly everyone is really an argument against short-termism, not a prescription for how to make trade-offs. John Mackey, founder and co-CEO of Whole Foods Market, recently co-wrote Conscious Capitalism,8 in which he too asserts there are no trade-offs to be made.
Consider employee stakeholders. Acompany that tries to boost profits by providing a shabby work environment, underpaying employees, or skimping on benefits will have trouble attracting and retaining high-quality employees. Lower-quality employees can mean lower-quality products, reduced demand, anddamagetothebrandreputation. Moreinjury andillness can invite regulatory scrutiny and more union pressure. More turnover will inevitably increase training costs.
If the company earns more than its cost of capital, it might afford to pay above-market wages
Companies create value for their owners by investing cash now to generate more cash in the future.
adjusted to reflect the fact that tomorrow’s cash flows are worth less than today’s because of the time value of moneyandtheriskiness of future cash flows. As we will demonstrate, a company’s return on invested capital (ROIC)1 and its revenue growth together determine how revenues are converted to cash flows (and earnings).
the amount of value a company creates is governed ultimately by its ROIC, revenue growth, and ability to sustain both over time.
EXHIBIT 2.2Tale of Two Companies: Same Earnings, Different Cash Flows
To measure how a company and its management perform, analysts and investors frequentlyusetotalreturnstoshareholders(TRS).Thismeasurecombines the amount shareholders gain through any increase in the share price over a given period with the sum of dividends paid to them over the period.1 That sounds like a good idea: if managers focus on improving TRS to win performance bonuses, then their interests and the interests of their shareholders should be aligned. Managers running full tilt on the expectations treadmill may be tempted to pursue ideas that give an immediate bump to their TRS.