Evaluation of director’s report
Discuss about the Financial statement analysis and Business.
Tom Stemberg, who was a chain executive from supermarket business and then turned into entrepreneur, in the year 1985, through facing his own problem realised that for the requirement of office products people need supermarket. After 10 months of this incident, first superstore office was opened. Due to opening of that office, supplies for office requirement became more affordable, accessible to everyone in need. Several things altered over the past few years as they enlarged their business and number of products for dealing. Staples think that instead of changing several things, the only thing, which did not change was that – customers are their first priority and they are always there to help their customers, no matter what they are expecting.
They provide products to those people who want to develop new things. For more than 25 years they are working hard to construct a strong brand that people can believe, connect with and trust. In their beginning days they wanted to give the message to the people that “Yeah, we’ve got that”, so that, people could sense that they can find the items in Staples, whatever they required for office supplies. They introduced their new tagline “that was easy” in the year 2000. These three words helped to set their own significant identity and they realized that they were more than just selection. They also tried to offer the simples shopping experience for their customers. In today’s competitive scenario, irrespective of new or established business every business is trying to gain more and introducing new things. As the customers are always busy in various sectors like hospitals, school premises, offices, at home, they require everything started from office supplies to technology and power tools. To provide the customers with more products, they introduced:
- At staples.com customers can have ample choice of products
- Customers can check their “Shop by industry” option
- If the customers cannot find their required item, they can check their “Product concierge” option.
To provide convenient shopping experience, they offer the following advantages to their customers:
- Customers can find stores as per their convenience
- They can shop anytime through online
- Can visit their site through mobile app
- Know more about their products through pick up in store and reserve online services
- Can check about their requirement through “Order by item” option
- Reorder their favourite items with “Easy reorder” option
- Customers can enjoy the problem free returns each time.
The executive committee of staples offers an opportunity for diversifying their board and leveraging their strength for guidelines in case of emergencies for the benefits of stakeholders. It is expected that the executive committee will take appropriate actions whenever necessary to accelerate their interests in their board meetings on continue basis. The board of directors are responsible for approving and reviewing the approaches for the management of risk and preparing framework for risk parameters. The audit committee supplies report regarding the risk related to company’s financial report and accounting, integrity of the report, cyber security and technology including considerable responsibilities towards significant information. The audit committee provides their report at the quarterly board meeting about significant activities (Staples.com 2017).
Strategies: Their board reviews their long-term approaches every year in the annual scheduled meeting held in June every year. The meeting involves presentation about strategic approaches after discussions with senior management team. Their board spend considerable time throughout the year 2015 for discuss and review the above matters related to strategic alternatives, integration planning and acquisition. The board committee also regard the strategic objectives that are within their targets, for example, involvement of the finance committee in the arrangement of finance for the transactions with the Office Depot. Their independent directors also meet in executive session on regular basis about the strategies to be implied.
Evaluation: They are committed to uphold an efficient board that will work towards the interest of the shareholders as well as the company as a whole. They hold an annual self-evaluation procedure for evaluating the performance s of the directors. As a part of the procedure, a survey in written is generated for which inputs are collected from the independent directors and chair person of the board. Every director fill up the survey form and give their valuable feedback and suggestion to the outside counsel, who in turn will summarize the outcome of the evaluation and will suggest recommendations accordingly. This procedures assists the directors to offer feedback about:
- Oversight, planning and information about the board
- Operation and structure of the board
- Relationship of the board with the management and CEO
- Operation and structure of the committee
- Engagement, preparedness and qualifications of the director
The committee of corporate governance, nominating committee and the full board of directors discuss about the outcomes in the executive session and determine the proper mix for the composition of the board and process of nomination as well as identifies the areas where the improvement is necessary.
Diversity: Diversity has always been a crucial factor to staples. They always try to provide an environment for business that will offer variety of people, experience and thought and suppliers. The board reviews the proper characteristics and skills of the members from the board with regard to the board composition. Apart from diversified skill, experience, tenure, the company also gives significant importance to the ethnic and gender background.
Under the approved procedures of the independent directors and the assistance and advice from the General Counsel, statements are provided to the board’s chairperson. Communication related to the corporate strategies and corporate governance are expected to be forwarded, as it is more important as compared to the personal grievances and general business (Staples.com 2017).
Staples have various success aspects that contribute to their day-to-day success. One of the primary contributors to the success is the ability of differentiating themselves from the competitors. Annual report of staples includes data regarding the important accounting flexibilities and accounting policies that can be utilized to assess their earning quality and earning sustainability. It has been noticed that the disclosure quality of staples is superior as compared to its competitors. During the analysis it has been noticed that major part of their assets are financed with operating and not with capital lease that results in understatement of liabilities as well as assets. Other findings are as follows:
Results from operation: Primary contributors to their operating result of 2015 as compared to the year 2014 are summarized below:
- They generated $21.1 billion from sales that shown a decrease 6.4% as compared to 2014 and the sales of 2014 was $22.49 billion that shows a decrease by 2.7% and the sale for 2013 was $24.38 billion
- Online sales and sales from North American stores decreased by 8.7% as compared to 2014 and decreased in 2014 by 5.9% as compared to 2013. Income from business was stable at 4.5%
- Commercial sales from commercial of North America increased by 1.1% and income from business unit increased from 6.9% to 7.2%
- Sales from International operation decreased by 16.3% in 2015 and by 4.9% in 2014 and the reason behind that was the unfavourable effect of exchange rates
- Net income of 2015 was $379 million, for 2014 was $135 million and for 2013 was $707 million.
- Earnings per share for 2015 were $0.59 as compared to $0.21 for the year 2014 and $1.07 in 2013 (staples.com 2017).
(Amount in billion)
Earnings per share
Table 1: Performance analysis
(Source: Investor.staples.com 2017)
Figure 1: Trend analysis
(Source: Created by author)
From the above table, it can be seen that the sales of the company is in decreasing trend and fell from $24.38 billion to $22.49 billion and further to $21.10 billion over the year 2013, 2014 and 2015. Net income of the company drastically fell from $707 billion to $135 billion from 2013 to 2014. However, the company managed to raise their net income to $379 billion in the year 2015. Earnings per share of the company also fell from $1.07 per share to $0.21 per share from 2013 to 2014. It increased to $0.59 per share in 2015. It shows that though the company has managed to overcome the drastic position of 2014 in the year 2015, still it could not achieve the level of performance they achieved in 2013.
Risk related to the business: Identified risks related to the business are as follows:
- The mergers will not be accomplished until certain stipulated conditions such as expiration of termination period
- Combination of two companies might be more costly, time consuming and complicated than the expectation and the cost saving and other anticipated advantages may not be possible to realize
- If they cannot meet the changing requirements of the customers, their financial and business performance can be affected adversely
- They are not certain about transforming their business and their inability to implement the strategies successfully can affect their business adversely
- They operate in highly competitive market and risk are always there that they may fail to compete successfully in the long-run
- International economic conditions can affect their performance adversely
- Their global operations are exposed to inherent risks of foreign operations
Cash flow analysis:
Net cash from operating activities
Net cash used in investing activities
Net cash used in financing activities
Exchange rate differences
Net increase or decrease in cash
Table 2: Cash flow analysis
(Source: Investor.staples.com 2017)
Figure 2: Trend analysis
(Source: Created by author)
It can be seen from the above table that the net cash generation has fell drastically over the year 2013 to 2014 from $70,153 thousands to negative generation of $833,197 thousands. However, the company managed to generate cash amounting to $126,774 thousands in the year 2015. The adverse result in the year 2014 generated through excess spending towards financing activities that amounted to $14,42,049 thousands. Exchange rate difference has greatest impact on the incomes of year 2015 as compared to 2013 and 2014 and amounted to $(48,215) thousands. Net cash used for investing activities for the year 2014 is highest as compared to the year 2013 and 2015 and amounted to $479,545 thousands. This higher spending also contributed to negative increase of cash. On the analysis of the adverse performance for the year 2014, it is noticed that the company paid huge amount towards payment of capital lease and borrowing obligations that amounted to $910,225 thousands. The company managed to revive their performance in every aspect and from the devastating results of 2014 they managed to a satisfied performance in the year 2015. They maintain liquid investments with a maturity period of three months or less than that. Their receivables involve non-trade receivables and trade receivables financed under the commercial credit terms. Allowance for doubtful debts has been transacted to decrease the receivables from trade to an amount expected to be realised from customers based on particular evidence as well as past trends.
As per the rating of Moody, for approval of ratings approvals from various regulations are required and the term loan shall not be funded until the formal discussions are closed. They believe that the term loan functions as bridge loan to benefit the office depot acquisition and the stated structure offers considerable flexibility with regard to the refinance or repayment. Further, downgrades from Prime-2, the commercial rating and Baa 2, the senior unsecured rating will limited to one-notch if the company exhibits the willingness and ability to decrease the leverage to 3.5 times within the acquisition closing of 24 months. Staples are not expected to fulfil the criteria within the normal time frame. Baa 2 rating regards the financial policy of staple as flexible as it connected to repurchase of shares, its ability of best-in –class execution, construction of multi-channel approaches in performance that creates strong metrics for credit and balanced mix of revenue between corporate and retail customers. The rating identifies that they provide high quality of office supplies as compared to their competitors, such as Amazon, Wal-Mart, Costco, BJ’s and Sam’s Club. All of these provide services related to expansion of home-based and small businesses. An upgrade can take be added to the rating of staples if they maintain their operating performance in solid way despite the macroeconomic challenges from Europe and US and the they maintained stable financial policy with regard to their relationships between debt holders and shareholders. Apparently, rating can also be upgraded if the retained cash inflow in relation to the total debt was comfortably maintained above 25%. At the same time, ratings can be downgraded due to weaken of financial policy and operational performance, for example, cash to net debt ratio falls below 5% or retained cash flow to net debt falls below 18%.
As per the records of headquarter in Framingham, staples is the biggest retailer of office supplies with annual income of $23 billion and 200 stores approximately. It has also agreed to acquire Office Depot, Inc for a payment of $6 billion approximately. The primary methods used in the ratings was “Global retail Industry” published in 2011 June.
For the purpose of ratings issued on series or class or category of debt and program, credit rating announcement assist in disclosures of certain regulations for the issuance of subsequent note or bind of the same class or category of debt, for which the ratings are ascertained from the previous rating exclusively as per the rating practices of Moody. On the other hand, for the purpose of rating of a support provider, the announcement of rating offers certain disclosures for the rating of support provider and for every rating they ascertain the rating from the credit rating of the support provider. For issuance of conditional rating, credit rating announcement assist in disclosures of certain assigned conditional rating and with regard to the definite rating that could be allotted after the final debt issuance, for every case definite rating will be allotted. For the rated companies or the affected securities that receives direct assistance from the primary companies for the rating and whose ratings can be altered due to this rating action, their disclosures for associated regulatory will be same as the rating of the guarantor companies. One exception to this strategy exists for the disclosures such as, disclosures received from rated entities, disclosures given for the rated entities and other ancillary services. Regulatory disclosures included in the publications apply for the rating of the credit and also for the rating review or rating outlook, if possible.
Assessment of Quality of Earnings and conclusions about Earnings Sustainability
Revolving credit facilities:
The company on 31st May 2013 entered into a new agreement for credit with the Bank of America named as “May 2018 revolving Credit Facility”. The credit facility offered a maximum borrowing limit of $1.0 billion that can be increased up to $1.5 billion upon request and fulfilment of certain conditions. Borrowings may be in the form of swing loans, syndicated loans, letter of credit, multi-currency loans, the maximum limit of which cannot exceed the maximum limit of borrowing. Borrowed amounts may be repaid and again borrowed from time to time till 31st May 2018. Interest rate of borrowing may vary depending on the borrowing type and will reflect in the coverage ratio for fixed charge and credit rating as a percentage base. The Company will pay facility fee ranging from 0.08% to 0.225% per annum based on its coverage ratio for fixed charge and credit rating. May 2018 Revolving Credit Facility is of unsecured nature and ranks pari passu with the public notes of the company and other indebtedness and involves negative covenants and customary affirmative for credit facilities. The May 2018 Revolving Credit Facility also involves financial agreements that needs the Company to uphold a minimum coverage ratio for fixed charge and a maximum adjusted funded debt to total ratio for capitalization. However, the Company did not availed the facility from the May 2018 Revolving Credit Facility during the year 2014 and no amounts were due with regard to this facility at January 31, 2015.
Program for commercial paper:
Staples undertaken a program under commercial paper that allowed it to issue commercial paper of unsecured nature amounting up to $1.0 billion. The company utilizes the proceeds from commercial paper for general purposes such as capital expenditure, working capital, share repurchase and acquisition. Commercial paper’s maturity varies depend on the periods but cannot exceed 397 days in any way. In 2014, the Company borrowed under the this Program to assist its requirements of working capital. The maximum amount due under the Commercial Paper Program during 2014 was $150.0 million. On January 31, 2015, no Commercial Paper Notes were due (Sec.gov 2017).
Other credit lines:
The Company has several other options of credit lines under which it can borrow up to $138.9 million. On January 31, 2015, the Company had borrowings due amounted to $77.2 million and due letters of credit amounted to $0.1 million under these credit lines and had $61.6 million available for credit on that date. There were no incidence of default during 2014 under any debt agreements (Sec.gov 2017).
Deferred financing fees:
With regard to the issuance of debt instruments, the company had to paid fees under the financing charge that were amortized over the debt instrument’s term. Financing fees amortization has been segregated as expense for interest. Fees for deferred financing amortized as interest expense amounted to $4.8 million, $3.4 million and $2.0 million for 2012, 2013 and 2014, respectively. The amount for 2012 involves $1.0 million of accelerated amortization related to the early extinguishment of $632.8 million of the January 2014 Notes. At January 31, 2015, unamortized financing fees of $2.0 million were included in prepaid expenses and other current assets and $5.6 million were included in Other assets. At February 1, 2014, unamortized financing fees of $2.0 million were included in prepaid expenses and other current assets and $8.4 million were included in Other assets (Sec.gov 2017).
The professional ranking published by the fortune magazine in 2015 May in their list for “Fortune 500” analysed the ranking of largest public as well as private companies from US based on the annual revenue. The list of 2015 was ranked as per the annual gross revenue rather than profits of the previous year that each company included in the list. As the ranking of Fortune 500 supplies comparison between the listed companies from US among all the industries, a fall or rise in the ranking may not associate with the fall or rise in the individual revenue or performance of the company. However, while comparing the ups and downs over the years in the retail sector, a fall or rise in the ranking shows retail relevance and even among the retail companies that are not competitors. In the ranking for the year 2015 under the Fortune 500 restaurant chains, retail chains, oil companies, automobile retailers with expediency retailing and the companies having retailing as the considerable part of business are included. The downward and upward trend of few bigger companies from US can be easily marked using the fortune 500 chart for comparison. The ranking of staples over the past few years are as follows:
Year 2013 – rank 122
Year 2014 – rank 127
Year 2015 – rank 133
It can be seen from the above ranking list that the ranking of the company is deteriorating over the last years, which states that the performance of the company with compared to its competitors are not favourable and their ranking came to 133 in year 2015 from the rank 122 in 2013 (Fortune 2017).
As per the latest observation about the available components of S&P 500 undertaken for largest market capitalization, Staples took over #454 position from PulteGroup Inc. market capitalization is a crucial factor as it keeps an eye on the investor for several reasons. The primary reason is that it gives true comparison for the attributed value through the stock market for a given stock of the company. Below shown chart is about the performance of Staples Inc. versus Pulte Group Inc. through plotting their size rank within the S&P 500 over the given period
Figure 3: Comparison of rank
(Source: Theonlineinvestor.com 2017)
From the above discussions, it is concluded that the stability and dependability are the key qualities that are expected from any trusted company. Staples provide the assurance of working with the standing and strong financial background supplier in the industry. Their financial strength are advantageous in the following way:
- Their low expenses in operation expenses assist in minimizing business costs, which in turn enable them to generate greater savings in overall performance that are passes on to the customer in next stage
- The company leverages the purchasing power to bargain for highly competitive savings on all the items required by the customers
- Their industry-leading market capitalization assists them in achieving the ability to invest continuously in critical development of their business.
Setting goals for corporate responsibility and tracking the performances is an important way to evaluate the functions. It gives the company and the shareholders the tools and information required for making crucial decisions for present as well as for future. Some of the recommendations that can be advised to the company are as follows:
Community: The Company should increase the engagement with associate community through increasing the participation and awareness in opportunities of local volunteer. They must also increase involvement in philanthropic initiatives, increase support to local companies for maximizing the community effect. They should increase the engagement of customers in community by providing assistance in market campaigning.
Environment: The company must take appropriate steps to sell sustainable services and products through improving identification, sourcing and promoting greener products and at the same time must take steps to reduce the usage of packaging materials from outside. They must offer easy and simple recycling solutions to customer, minimize waste from operation process and maximize energy efficient and renewable energy through minimizing electrical intensity and reducing emissions of carbon globally.
Ethics: They must take steps to increase the brand of Global Ethics & Compliance Office and ethics program both and internationally and domestically. They should continue to provide easy access to associate training through online training program. The company shall support the Chief Culture Officer for the successful implementation of objectives related to ethics.
Diversity: Staples should be more determined to pursuit hiring women to fill vacant positions across all business units with special importance in segments where they are underrepresented. They must try for creating programs to expand and retain the female talent. They must offer programs planned to identify and diminish bias in hiring and performance management and further involve culture of inclusion, which in turn, will enable associates to contribute as per their potentiality and assist Staples to grow further in business. Finally, they should continue their commitment to hiring and sourcing Veterans through engaging the external partners and through more healthy internal Talent Acquisition strategies.
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Theonlineinvestor.com. (2017). Staples Moves Up In Market Cap Rank, Passing PulteGroup. [online] Available at: https://www.theonlineinvestor.com/article/201602/staples-moves-up-in-market-cap-rank-passing-pultegroup-spls-phm-SPLS02252016mbumped.htm/ [Accessed 31 Jan. 2017].
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