Price: $42 1/16 12 Month Price Objective: $60 Estimates (Jan)*** 1997A 1998E 1999E EPS: $0.93 $1.13 $1.40 P/E: 45.2x 37.2x 30.0x EPS Change (YoY): 24.0% 21.5% 23.9% Consensus EPS: $1.13 $1.43 (First Call: 01-Jul-98) Q2 EPS (Jul): -0.02 -0.08 Cash Flow/Share: $1.63 $1.96 $2.20 Price/Cash Flow: 25.8x 21.5x 19.1x Dividend Rate: Nil Nil Nil Dividend Yield: Nil Nil Nil Opinion & Financial Data Investment Opinion: C-1-1-9 Mkt. Value / Shares Outstanding (mn): $2,860 / 68 Book Value/Share (Jan-98): $7.61 Price/Book Ratio: 5.5x ROE 1998E Average: 13.9% LT Liability % of Capital: 39.0% Est. 5 Year EPS Growth: 24.0% Stock Data 52-Week Range: $48-$21 19/32 Symbol / Exchange: BKS / NYSE Options: AMEX Institutional Ownership-Spectrum: 50.4% Brokers Covering (First Call): 14 ML Industry Weightings & Ratings** Strategy; Weighting Rel. to Mkt.: Income: Underweight (07-Mar-95) Growth: Overweight (07-Mar-95) Income & Growth: Overweight (07-Mar-95) Capital Appreciation: Overweight (05-Oct-95) Market Analysis; Technical Rating: Above Average (24-Nov-97) **The views expressed are those of the macro department and do not necessarily coincide with those of the Fundamental analyst. For full investment opinion definitions, see footnotes. *** Fiscal year ends in January of following calendar year Investment Highlights: * Raising our 12 month price objective to $60 from $50, which assumes a $52 value for the core business and roughly $8 for the internet business. * Despite recent stock price strength, believe Barnes & Noble valuation is currently being penalized for its internet business rather than benefiting * Expect multiple expansion as investors become convinced that Barnes & Noble can be a viable competitor online Fundamental Highlights: * A composite of retailers growing earnings at over 15% per year is trading at a premium of 50% of their growth rate. If Barnes & Noble's core business received that same valuation, it would be valued at $52 per share or 36 times 1998 earnings per share * Amazon.com is currently being valued at 8.1 times concerns analyst 1999 sales forecasts of roughly $650 million * If BarnesandNoble.com receives just 50% of that valuation and can achieve between $150 and $250 million in sales in 1999, its value would range from $8 to $14 per share Comment United States Retailing - Other Specialty 16 July 1998 Daniel Barry First Vice President Gerri Sommers Assistant Vice President Barnes & Noble Inc Internet Business Still Undervalued: Raising Price Target to $60 BUY Long Term BUY Reason for Report: BarnesandNoble.com Valuation Analysis Merrill Lynch & Co. Global Securities Research & Economics Group Global Fundamental Equity Research Department 293279/293200/293197/293100/293000 RC#20119740 Stock Performance 8 12 16 20 24 28 32 36 40 44 48 0.016 0.018 0.020 0.022 0.024 0.026 0.028 0.030 0.032 0.034 0.036 0.038 0.040 1995 1996 1997 1998 Barnes & Noble Inc Rel to S&P Composite Index (500) (Right Scale)
Barnes & Noble Inc - 16 July 1998 2 Raising Our Price Objective We are raising our 12 month price objective to $60 from $50. We believe at current levels that the core business is being discounted because of the internet operations rather than benefiting from it. To place no value on the internet business seems unreasonable when most internet companies, including online retailers, are receiving premium valuations. Core Business Valued at Discount to Other Growth Retailers We project that Barnes & Noble's core "bricks and mortar" retail business should grow earnings at an average annual rate of 24% over the next five years. This forecast is the same as the earnings growth projected for the total company as we assume that the internet operations lose money in the first three years of operation and make money in years four and five. Therefore, the internet is expected to be breakeven over the five-year period. Table 1: Valuation of Select "Sustainable Growth" Retailers 5 Year P/E P/E To Growth Rate 1998 Growth Walgreen 15 45.3 3.02 Kohl's 21 49.4 2.35 CVS Corp. 15 35.2 2.34 Gap 18 36.5 2.03 Circuit City 15 30.0 2.00 Fred Meyer 17 32.6 1.92 Home Depot 25 45.0 1.80 Dayton Hudson 15 26.8 1.79 Dollar General 25 41.7 1.67 Rite Aid 17 27.4 1.61 Best Buy 20 32.3 1.61 Tandy 15 23.9 1.60 Lowe's 20 31.6 1.58 Family Dollar 23 35.9 1.56 Office Depot 20 29.4 1.47 99 Cents Only 25 35.9 1.44 Hannaford Bros. 15 20.1 1.34 TJX 18 23.9 1.33 Autozone 18 23.7 1.32 Tiffany 16 19.6 1.22 Zale 17 20.6 1.21 Gucci 15 18.0 1.20 Abercrombie & Fitch 30 35.6 1.19 Ross Stores 15 17.6 1.17 Sears 15 16.9 1.12 Initmate Brands 16 17.4 1.09 ShopKo 15 16.2 1.08 Proffitt's 20 21.2 1.06 Consolidated Stores 20 18.1 0.91 Brylane 18 13.0 0.72 Average Growth Retailers 18 28.0 1.52 Barnes & Noble 24 37.2 1.55 Borders 25 31.5 1.26 Merrill Lynch estimates To evaluate the core business, we looked at a group of 30 major "sustainable growth" retailers, all of which should grow earnings at an average annual rate of 15% or greater over the next five years. We purposely excluded Barnes & Noble and Borders Group as internet operations could cloud their valuations. These 30 retailers are currently trading at an average price to earnings multiple of 28 times 1998 Merrill Lynch earnings estimates. On a P/E to growth basis, these retailers are trading at an average multiple of 1.5 times on 1998 earnings estimates and Merrill Lynch's forecast of five years earnings growth. Our 1998 EPS estimate for Barnes & Noble is $1.13 which includes an estimated loss of $0.33 per share from BarnesandNoble.com. Therefore, we expect core earnings to be $1.46 this year. Valuing Barnes & Noble's traditional retail business at the average P/E to growth rate of 30 major "sustainable growth" retailers produces a price of about $52 per share, well above the current price of $42 1/16. Therefore, there is no value in the current Barnes & Noble stock price for the potential of the internet business. In fact, the internet business seems to be depressing the valuation of the core operations. Table 2: Barnes & Noble Core Retail Business Valuation ($ per share) 1998 EPS Estimate $1.13 Estimate of 1998 Internet Losses 0.33 1998 EPS Estimate excluding Internet $1.46 Five Year Forecasted Earnings Growth 24% Average P/E to Growth "Sustainable Growth" Retailers 1.5 Implied Value of Core Business $52.56 Merrill Lynch estimates Internet Retailers Receiving Premium Valuations Publicly traded internet retailers are valued at a premium to sales since they are all losing money on an operating basis, making a multiple of earnings impossible to calculate. In order to value BarnesandNoble.com we looked at the value accorded Amazon.com, Barnes & Noble's biggest competitor online. Amazon.com is the largest retailer of books and music online with latest twelve months sales of $219 million. According to industry forecasts, Amazon.com's sales are expected to grow to approximately $650 million in 1999. Therefore, Amazon.com is currently trading at about 8 times 1999 sales at its current price of $112 1/2 (July 15, 1998). BarnesandNoble.com's latest twelve month sales are $24 million and management expects them to reach $100 million in 1998. While management has not yet given an estimate for 1999 sales, we believe a range of $150 million to $250 million is achievable. Using this sales range and Amazon.com's price to 1999 sales multiple discounted at 50%, we believe that BarnesandNoble.com is worth between $8 and $14 per share. We discounted the current multiple of Amazon.com by 50% in order to be conservative since Amazon.com's stock price has
Barnes & Noble Inc - 16 July 1998 3 appreciated 273% year to date. If the internet operations of Barnes & Noble were currently accorded the mid-point of this discounted Amazon.com valuation, the core business would be valued at $31. This valuation would result in a price to earnings multiple of 21 times 1998 earnings (excluding the internet losses of $0.33), or only 87% of the 24% five year earnings growth rate, the lowest P/E to growth multiple of any major sustainable growth retailer. Table 3: Valuation of BarnesandNoble.com ($ in millions except per share) Amazon.com 1999 Sales Forecast* 650.0 Shares Outstanding 46.6 Price as of July 15, 1998 112 * Market Capitalization 5,245.0 Price to Sales 8.1 BarnesandNoble.com 1998 Sales Estimate 100 1999 Sales Estimate - Low 150 1999 Sales Estimate - High 250 Amazon.com Price to Sales 8.1 Implied Value - Low 1,210.4 Implied Value - High 2,017.3 Discounted Value (@50%) - Low 605.2 Discounted Value (@50%)- High 1,008.6 Shares Outstanding 1999 74.9 Value Per Share - Low 8.1 Value Per Share - High 13.5 * Average industry forecasts Merrill Lynch estimates Using this valuation technique, Barnes & Noble's valuation is obviously sensitive to that of Amazon.com. Our analysis indicates that for every $10 move in Amazon.com's stock price, BarnesandNoble.com's valuation moves by $1. However, even if Amazon.com's valuation drops drastically, BarnesandNoble.com should still add value to the total company rather than depress total company valuation. For example, if Amazon.com fell back to its early June price per share of about $43, using our same valuation technique, BarnesandNoble.com would be worth about $4 at the midpoint. Total Company Valuation Combines Both Businesses Using our comparable company analyses for both the core business and the internet operations results in a total company value of between $60 and $66 per share currently. We are using the low end of that range to be conservative. This value of $60 per share represents a total company price to earnings multiple of 43 times our 1999 EPS estimate of $1.40. We believe the high valuations of internet stocks are beginning to spill over into the valuation of Barnes & Noble. Since June 1, 1998, Amazon.com's stock price has appreciated 162% and Barnes & Noble's stock price has increased 24%. During that same time, the S&P Retail Composite has risen 11%. Assuming Barnes & Noble's core business performance tracked the S&P Retail Composite, the internet operations have accounted for 13% of that stock appreciation. We believe the value of the internet should continue to be realized. We also believe "sustainable growth" retailers, like Barnes & Noble, should benefit as investors look for companies that can report double digit earnings gains as corporate profits slow. Therefore, we are reiterating our strong Buy rating for the intermediate and long-term. Chart 1: Barnes & Noble P/E Relative to S&P 500* 0.5 1.0 1.5 2.0 2.5 3.0 3.5 4.0 Dec-93 Jun-94 Dec-94 Jun-95 Dec-95 Jun-96 Dec-96 Jun-97 Dec-97 Jun-98 Historical Average As of July 15, 1998 Price $42 1/16, Rel. P/E 1.47 Average since 12/93 1.75 Minimum 0.88 Maximum 3.59 * Data on rolling four quarter basis Internet Still Too Small to Hurt Bookstores We believe Barnes & Noble is being punished over concerns that the internet could adversely affect store sales. These concerns appear overblown. While book sales on the internet have grown rapidly over the past couple of years, the internet remains a very minor player in the book retailing business today. Internet book sales over the past twelve months accounted for about $300 million or less than 1% of total book sales in this country. In addition, included in those sales figures are shipping and handling charges which makes the actual dollar value of the books being sold lower than it appears. Although we believe that the internet is a viable medium for book sales, we do not expect the internet to have a significant impact on traditional book retailers' sales over the next five years. In fact, we believe that most internet sales are additive as they come from international consumers, domestic markets without superstores or consumers who dislike traditional shopping. We estimate that internet sales should reach about $600 million this year (2% of US book sales) and could impact Barnes & Noble superstore comps by about 1.5%. If internet book sales reach $2.5 billion in five years (7% of the U.S. market), we estimate the comp impact for Barnes & Noble superstores in 2002 would be about 3%. While this impact is meaningful, it still allows for significant growth in Barnes & Noble's superstore sales. We also believe that, in time, Barnes & Noble's internet presence should more than offset the negative comp impact in the superstores in terms of stock valuation.
Barnes & Noble Inc - 16 July 1998 4 Barnes & Noble Should Have Operating Advantages Online As the largest "bricks & mortar" bookseller in the world and a leading direct mail competitor, we believe that Barnes & Noble has many operating advantages over pure internet competitors. In addition to its brand name, Barnes & Noble has a state-of-the-art distribution center, relationships with 20,000 publishers and distributors, mail order experience and approximately $20 million of national advertising for its stores on which the web address rides for free. Barnes & Noble's distribution center has 600 thousand titles ready for same day shipping which should shortly increase to 750 thousand titles. This fulfillment capability saves a substantial amount of money versus using third party distributors resulting in a higher gross margin to Barnes & Noble. We also believe that the Barnes & Noble brand name is well regarded by book purchasers and should translate into additional internet sales as more book purchasers begin to buy online versus the more technologically advanced customers that are currently shopping online. Although today we are valuing BarnesandNoble.com at a discount to Amazon.com, if these synergies between the core business and the internet result in improved profitability, we believe BarnesandNoble.com could actually achieve a premium valuation to its online competitors. National Advertising Beginning to Positively Impact Sales Last year, BarnesandNoble.com did not do any meaningful advertising as it developed its fulfillment capability and tested its systems. In April 1998, BarnesandNoble.com launched its first national advertising campaign that began to increase both page views and sales online. In June, an enhanced website was launched featuring one-click ordering, better editorial content, deeper search capabilities and an updated design. To support this enhanced site, BarnesandNoble.com raised its advertising budget for 1998 to approximately $45 million from $30 million originally planned for the year versus virtually nothing last year. This large budget outpaces the advertising dollars of about $20 million Barnes & Noble spends for its superstores. These advertising dollars are being used for national television, radio and print media as the company attempts to build awareness of its internet site with the mass market consumer. While sales are only released on a quarterly basis, management has indicated that it is seeing increased page views and purchases as a result of the advertising Management Expects Sales to Reach $100 Million in 1998 After just one year online, BarnesandNoble.com attracted over 500,000 customers in 158 countries. Approximately 40% of those customers were repeat buyers, indicating satisfaction with the site's assortment, service and offering. In 1998, management expects BarnesandNoble.com to achieve $100 million in sales from approximately one million customers. While growing the business rapidly, BarnesandNoble.com should lose approximately $0.33 per share in 1998 and tentatively $0.25 in 1999, up from $0.13 in 1997. While management's goal is to turn profitable online as quickly as possible, it is necessary to invest in marketing and fulfillment early on to build sales and a loyal customer base. Although internet losses are expected to increase absolutely this year and possibly next year, losses as a percent of sales should decline. Over time, as the internet becomes less of a drain on core profits, it should result in an acceleration in total company earnings growth. While this acceleration may be a year away, it should be positive for the stock once investors begin to realize that it will occur. Adding Complementary Products to Online Offering Management's goal is to be the supplier of choice online for books as well as complementary information based products. As a result, magazines have been added to the BarnesandNoble.com website. The online "magazine stand" leverages off the periodical business Barnes & Noble does in its stores nationwide. Barnes & Noble sells music in some of its stores and Amazon.com has added music to its site. Borders recently launched its internet commerce site that offers books, music and video. BarnesandNoble.com could eventually decide to add music to its site as well although it has not done so at this time. Company Description Barnes & Noble is the largest bookseller in the U.S. through its Barnes & Noble superstores and mall-based B. Dalton units. There are currently 481 Barnes & Noble superstores and 520 B. Dalton bookstores nationwide. In 1998, we expect the superstores to account for 81% of total sales and the mall stores 15%. The company operates an e-commerce website (barnesandnoble.com) and is the exclusive bookseller for the America Online community. Barnes & Noble also owns a leading direct-mail bookselling business. Management owns approximately 36% of the shares outstanding, about two thirds of which are owned by Chairman and CEO Leonard Riggio. [BKS] An officer, director or employee of MLPF&S or one of its affiliates is an officer or director of this company. Opinion Key [X-a-b-c]: Investment Risk Rating(X): A - Low, B - Average, C - Above Average, D - High. Appreciation Potential Rating (a: Int. Term - 0-12 mo.; b: Long Term - >1 yr.): 1 - Buy, 2 - Accumulate, 3 - Neutral, 4 -Reduce, 5 - Sell, 6 - No Rating. Income Rating(c): 7 - Same/Higher, 8 - Same/Lower, 9 - No Cash Dividend. Copyright 1998 Merrill Lynch, Pierce, Fenner & Smith Incorporated (MLPF&S). 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