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BRITISH
AMERICAN TOBACCO PLC.
Strategic
Analysis (December 1998),
post-Zurich Demerger and pre-Rothmans Merger,
realized by György CSIZMADIA
MBA,
Instituto de Empresa, Spain.
This
article is NOT designed to provide any recommendation
about BAT and its activities.
It only expresses the views of the author
and was written without contacting that Company.
If
you were considering action you should seek
your own financial advice from
your stockbroker, bank manager or other independent
professional adviser.
A.
Presentation
I.
Description
1.
History
2.
Size
3.
Ownership
II. The Environment
1.
Low Technology Business
2. Social Context
3. Competition
and collaboration
III.
The Organization
1.
Structure
2.
Strategy
3.
Leadership
4.
Culture
B.
Analysis
C. Exhibit
D. Newspaper References
E.
The News: Jan. 11, 1999: BAT acquires Rothmans
for $7.5B in stock. Check CNN
Report.
A.
Presentation
I.
Description of the Company
1.
History: Oligopolistic roots
Back
to Index
1890:
USA: Buck Dukes establishes the American Tobacco
Company, which will soon monopolize the entire
US tobacco industry.
1894:
USA: Brown & Williamson formed as a partnership
in Winston-Salem, making mostly plug, snuff
and pipe tobacco.
1901:
UK: The largest British tobacco companies unite
to combat Buck Duke's take-over, forming the
Bristol-based Imperial Tobacco Group.
1902:
In an end to the war, Imperial Tobacco Group
and American Tobacco Company agree to stay in
their own countries, and unite to form the British
American Tobacco Company (BAT) to sell both
companies' brands abroad.
1911:
"Trustbusters" break up American Tobacco Company.
The US Supreme Court dissolves Buck Duke's trust
as a monopoly and in violation of the Sherman
Anti-Trust Act (1890). The major companies to
emerge are American Tobacco Company, RJ Reynolds,
Liggett & Myers Tobacco Company (Durham,
NC), Lorillard and British American Tobacco
Limited.
1927:
USA: British American Tobacco Limited acquires
Brown & Williamson.
1940-1945:
USA: Cigarettes are included in GI's C-Rations.
Tobacco consumption is so fierce a shortage
develops. By the end of the war, US cigarette
sales are at an all-time high.
1976:
UK: BAT Industries is formed when Tobacco Securities
Trust Company Limited (TST) merges with British
American Tobacco Company Limited.
1994:
BAT Industries agrees to buy American Tobacco
from American Brands for $1 billion.
1998:
On June 12, company shareholders approved a
$37-billion plan to merge BAT’s financial services
arm with Swiss insurer Zurich Group. BAT's tobacco
operations—second largest in the world after
Philip Morris—will be spun off into a new company
called British American Tobacco Plc. later this
year.
2.
Size
Back to Index
British
American Tobacco Plc. was formed as a result
of the separation of BAT Industries' insurance
and financial services business (which was merged
with Zurich Insurance to form The Zurich Financial
Services Group). Consequently, British American
Tobacco Plc. is now the holding company for
a group of companies engaged in the manufacturing,
marketing and sale of tobacco products. British
American Tobacco Plc. operates globally and
employs over 164.000 people worldwide.
3.
Ownership
Back
to Index
Publicly
traded with 92 % held by institutional investors.
The people who have declared substantial ownership
are Threadneedle Investment Management Limited
(5.45%), Lazard Asset Management Limited (0.11
%), the company directors (0.1%) and Prudential
Investment Corporation (0.03 %).
II.
The Environment
1.
Low Technology Business: Tobacco is mainly a
Marketing Business
Back
to Index
The
production processes are extremely automated.
It is not a big deal to change the formulation
of the products and it has happened various
times due to image problems.
Filtered
cigarettes and low-tar formulations are
good examples. In 1952 the Reader's Digest published
"Cancer by the Carton," an article detailing
the dangers of smoking with enormous effect.
Similar reports began appearing in other periodicals,
and the smoking public began to take notice.
The
tobacco industry responded in forming the Tobacco
Industry Research Council (TIRC) to counter
the growing health concerns. With counsel from
TIRC, tobacco companies began mass-marketing
filtered cigarettes and low-tar formulations
that promised a "healthier" smoke. The public
responded, and soon sales were booming again.
More
recently, BAT launched the Actron Filter.
Unlike ordinary filters, the Actron filter contains
four ‘air channels’ helping Barclay to become
BAT´s number one premium priced cigarette
in several markets. Same with Fresh & Light,
a Barclay line extension offering a fresh taste
and clear aftertaste (well, this is what BAT
says).
2.
Social context: Legal Successes of the US activists
Back
to Index
The
tobacco industry now seems vulnerable in the
USA. For decades, even as the health dangers
of smoking became widely known, it successfully
fought off legal challenges. But anti-tobacco
forces kept pushing to ban tobacco and today,
the US State laws and legal precedents hold
manufacturers more liable for the effects of
their products.
Besides
that, the old legal defense of "contributing
negligence" which prevented lawsuits by people
with some measure of responsibility for their
own condition -- is no longer viable in most
jurisdictions. Instead, a defendant can be held
partially liable and forced to pay a corresponding
percentage of damages.
The
notion of "strict" liability has also emerged;
this means a defendant can be found liable whether
or not they are found negligent. If a product
such as tobacco causes harm, the company that
produced it can be held responsible, even if
it wasn't aware of the potential danger.
As
a result in recent years, cigarette-makers changed
tactics and have decided to settle individual
lawsuits, not fight them -- a strategy designed
to keep profits up and investors happy.
Furthermore,
tobacco companies on November 20, 1998 agreed
on a very large settlement of $206 billion and
agreed to be submitted to advertising and marketing
restrictions. In exchange the industry gets
a cover in all 46 US states that have reimbursement
claims as well as those that have not sued.
3.
Competition and collaboration
Back
to Index
There
is a fierce competition for global market shares
accompanied by huge marketing spending.
In
the USA, BAT´s market share is in decline.
It comes from 18 % in 1995 then 17.3 % in 1996
and 16.1 % in 1997. It is difficult to know
to which measure the market is not self-regulated.
The Tobacco Industry Research Council (Council
for Tobacco Research called CTR) was created
to counter the growing health concerns and to
defend the tobacco industry as a block.
I
wonder to which extent it doesn´t play
the executive role of a cartel. This association
was so effective that the provisions of the
1998 general settlement provide the dissolution
of all Tobacco-Related Organizations.
In
the world, BAT Industries Plc. is the world’s
second-largest cigarette manufacturer after
Philip Morris with a 13 percent market share.
The group's cigarettes are available in some
180 markets. BAT owns some 250 brands. The major
international brands include Lucky Strike, Benson
& Hedges, State Express 555, John Player,
Silk Cut, Barclay and Kent.
In
1997 i.e. before the demerger (see the strategic
description of the company), BAT generated $39.7
billion of revenues where Europe accounts for
more than 25%. The revenues from tobacco represented
62% alone.
III.
The Organization
1.
Structure
British
American Tobacco Plc. is located in London and
was formed when BAT Industries Plc. separated
its insurance and financial services operations
from its tobacco business creating two new companies:
Allied Zurich Plc. and British American Tobacco
Plc.
BAT
Industries tobacco operations now operate as
British American Tobacco, the holding company
of a group of companies that manufacture, market
and sell tobacco products
2.
Strategy
Back
to Index
- Growth
in the emerging markets to surpass Philip
Morris
The
reduction in national monopolies in parts of
Europe, the former Soviet Union, Latin America,
China etc. has led to the opening up of new
competitive markets for British American Tobacco.
Due
to these changes, the potential market has tripled
creating a huge opportunity according British
American Tobacco. Beside that, while the overall
market is still growing slowly, there will be
stronger growth in Latin America, Eastern Europe,
and Asia, as these regions gain in prosperity.
In order to continue to capitalize on this opportunity,
BAT wants to continually improve its focused
and differentiated brand portfolio. This means
mammoth marketing abroad.
- Mitigate
the exposure to U.S. tobacco litigation.
BAT's
tobacco operations were spun off into a new
company called British American Tobacco following
in that the company shareholders approval of
June 12. The $37-billion plan to merge BAT’s
financial services arm with Swiss insurer Zurich
Group was accepted in a move which would provide
shareholders with partial protection against
the potential impact of tobacco-related litigation
in the US.
3.
Leadership
Back
to Index
The
Chairman, Martin Broughton, is qualified by
CNN as "the tough-talking tobacco executive".
He wanted the 1998 settlement but not at any
price.
4.
Culture
Back
to Index
The
company has its roots in the Anglo-American
tobacco monopoly created by "Buck" Duke, the
founder of the modern cigarette industry. When
the U.S. government broke up Duke’s operation
under the Sherman Antitrust Act, BAT came into
its own and established a foothold in the U.S.
market by purchasing Brown & Williamson
Tobacco in 1927.
The
culture is kind of secretive as a result of
the problems with the governmental authorities
it has experienced since its foundation and
also due to the nature of the products sold.
I would qualify the culture and attitude of
BAT as defensive (like its competitors) trying
constantly to gain social legitimacy.
B. Analysis
1.
The strategy of BAT is extremely good as indicated
by all the profit forecasts
Back
to Index
|
Earnings Growth -
|
|
|
-
|
Last
5 Years
|
This
Year
|
Next
Year
|
Next
5 Years
|
P/E
|
|
-
|
- |
(Dec
98)
|
(Dec
99)
|
- |
(Dec
98)
|
|
British
American Tobacco
|
n/a
|
6.30%
|
15.20%
|
7.30%
|
8.2
|
|
TOBACCO
|
12.00%
|
-10.00%
|
12.70%
|
12.90%
|
13.8
|
|
S&P
500
|
13.90%
|
1.60%
|
3.80%
|
7.20%
|
25.6
|
|
Earnings History
|
------ |
|
-
|
Jun
1997
|
Sep
1997
|
Dec
1997
|
Mar
1998
|
Jun
1998
|
|
Estimate
|
0.78
|
0.96
|
0.74
|
0.76
|
0.82
|
|
Actual
|
0.8
|
0.62
|
n/a
|
0.7
|
0.56
|
|
Difference
|
0.02
|
-0.34
|
n/a
|
-0.06
|
-0.26
|
|
%
Surprise
|
2.56%
|
-35.42%
|
n/a
|
-7.89%
|
-31.71%
|
Source
: Zacks Investment Research
The
management has realized that the US operations
were becoming marginal. Martin Broughton would
have recently said that the life expectancy
of Brown & Williamson was in years) due
to the increasingly costly restrictions, legal
threats and social climate against the smokers
(Americans account now only for 4 % of the smokers
worldwide).
2.
SWOT Assessment
Back
to Index
Strengths:
- The
strategy of isolating the non-tobacco business
from the tobacco business is very intelligent.
It
diminishes the exposure to litigation related
costs and in the same time the stand-alone tobacco
business will have more flexibility in borrowing
money -- something that is difficult for insurance
companies related to tobacco.
- The
internationalization strategy since BAT will
not have to worry about similar legal problems
as in the USA.
Weaknesses:
I
would say the nature of the business is the
weakness of BAT. As long as they won´t
sell a non harmful product there will always
be people to criticize and attack the company.
Opportunities:
The
emerging markets. There are no strict rules
in those markets relating to advertisement.
That is why the international sales are surging.
Threats:
- Attempts
to cancel the BAT demerger.
Plaintiffs
may want to attack a construction that has obviously
diminished their ability to get money out of
their current and future claims. Maybe the demerger
could be deemed as a fraudulent conveyance of
assets.
- Another
threat, limited to the USA, is the level of
profits that can be sustained in the face
of mounting litigation claims and the validity
of the ring-fencing defense to protect the
UK assets.
B&W
and American Tobacco have been named in about
400 individual lawsuits, including two Florida
cases where juries awarded a total of nearly
$2 million in damages. In a recent case, BAT
argued that it should not have been named in
the suit because it is a holding company, with
164 employees in London—and no U.S. operations.
This
attempt at "ring fencing" the corporate headquarters
from the liabilities of its U.S. subsidiaries
ultimately failed. BAT spent more than $100
million in legal fees in 1997 to combat U.S.
tobacco litigation.
- Anti-tobacco
regulations in the emerging markets.
I
think it is relatively improbable in the short
term due to the amount of money the tobacco
companies in general are giving away to the
local authorities.
The
recommendation I would have to make would consist
in the short-term in disruption of the US operations
and in the medium-term in a total focus on the
emerging markets as well as a follow-up in the
corruption of their authorities.
Obviously,
the volatility of the emerging markets has to
be taken into consideration (cash management).
A gradual move of the production units might
be useful in terms of cost control and parallel
evolution of the geography of the production
to the geography of the consumption.
C.
Exhibit
Back
to Index
Comparison
with the competition.
Market
Capitalization (USD, millions):
British
American Tobacco (BTI): 28.068
Philip
Morris (MO): 132.536
RJR
Nabisco (RN): 9.257
UST
Inc. (UST): 6.438
Gallaher
Group ADS (GLH): 4.949
Swedish
Match (SWMAY): 1.593
Brooke
Group (BGL): 382
Schweitzer-Mauduit
(SWM): 286
800-JR
Cigar (JRJR): 221
P/E
Ratio :
Price/Sales
Comparison :

D. Newspaper
References
Back
to Index
Courrier
International nº420, 19/11/1998: Marketing:
A l´Est, les fabricants de cigarettes
réinventent la charité.
L´Echo
30/07/1998: Avant d'être 100% tabac,
BAT affiche un bénéfice en recul
CNN
23/11/1998: Tobacco companies set wholesale
hikes that will boost prices by 45 cents a pack.
|