Possible Exit Strategies for the Alberta Car Washes
As part of my due diligence on exit strategies for the car washes, and with the looming prospect of half a dozen or more in our control within a few years time I have begun researching the TSX Venture Exchange for a possible IPO. There are a wide variety of options available, and using conservative examples I will explore a few:
Car Wash (operating entity) IPO: This is potentially the most difficult way to go. Each company has differing shareholders and a large amalgum package will need to be put together. Assuming 3 locations with a conservative estimated gross income of $85,000 per month and EBITDA of $45,000 per month - we'd be looking at a market value of about $6,000,000.
Assuming we had 10,000,000 shares available each share would be worth $0.60. We would then sell off a 40% interest in the open market yielding a cash inflow of $2,400,000. Half of which would go to the shareholders for the return of thier equity (half of the available shares on the open market would be that share of the company), the other half would - approximately $1,200,000 would be split as follows: $150,000 in total supplied to each location for additional float monies and marketing; $150,000 would repay the fees for joining onto the Exchange; and the additional $900,000 or so will be used to purchase 2-3 more sites for development or rehabilitation.
This would yield a return to each 10% shareholder of the larger asset company a one time payout of 400,000 shares (initial 4% available on the open market with half going to recoup the shareholders outlay) x $0.60 = $120,000 and an asset worth $360,000 (remaining 6% x 10,000,000 shares available x $0.60/ share).
As noted this would be the most difficult but one of the most advantageous to the shareholders of each company. The hard part would be explaining the concept of a smaller piece of a bigger pie as each shareholder would in fact lose out on the number of shares, but the value of each share would increase.
Car Wash (operating entity) Trust IPO: This would result in a dividend being paid for each share owned and could potentially lead to higher returns for the shareholders. With the same assumptions listed above: $85,000 gross income, $45,000 net income, and 10,000,000 shares available with 40% on the open market we could potentially distribute $250,000 a year in dividends per share. This would result in a per share dividend of $0.025, which with the current P/E ratios used would result in a net price of $1.00 or so per share (P/E for real estate is around 40). This would yield a market capitalization of $10,000,000 for the company.
What would this mean for a typical 10% shareholder? Well, this would yield a one time payout of 400,000 shares x $1/share x half to shareholders = $200,000 and an asset worth $600,000 distributing a return of $15,000 a year.
While a much better return and a long term income supplement - the argument of smaller piece and larger pie applies as well.
Real Estate Investment Trust (IPO): This is the easiest to set up. Basically a new company would be concieved which would get a net rent from each operating car wash company. Assuming $12 per square foot as an operating rent (triple net) this would lead to an approximate gross income of $308,000 and a net income closer to $60,000. At $15 per square foot the net income would increase to $140,000 or so. What would typically happen would be a staggered scale rising to $15 per square foot after three years of operating at $12 per square foot for new washes.
With the same 10,000,000 shares available the resultant dividend would be around $0.01 per share. Thus, each share would then be worth $0.40.
Each 10% shareholder would then recieve a one time payout of 400,000 shares x $0.40 per share x half going to shareholders = $80,000 and end up with two assets:
1) Keeping their non-diluted share of the operating company with whatever distributions that company can provide with a higher rental rate. (Assuming a gross figure of $25,000 for income this would yield a net annual income of around $70,000 to be split or reinvested as the shareholders see fit). With current rules, this would have a net value on $280,000 or so as it would be dealt with as a franchise (4 times net income = franchise value).
2) A diluted share in the property management company - 600,000 shares x $0.40/ share = $240,000 providing a dividend equal to $6,000 per year.
The third option actually seems to be of the most benefit to me - as it allows the operating entities to continue their operations with no input from outside sources. It also allows for controlled growth via a new property management company with $500,000 available to purchase a new asset or two.
Well, here's to the future.
