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What is your Asset?

17.03.2014

A better way to value technology license product company value

In the famous book Rich Dad Poor Dad, Robert Kiyosaki redefined the accounting term “asset” to mean something you own that generates money. Using his definition, the house you live in may be an asset for accountants, but an expense according to him (and now me). I found this redefinition very useful in my personal life and then soon found myself trying to redefine asset as I looked at evaluating company value for purposes of company merger or payout.

Using a Kawasaki-esque, practical approach, we see that the the Intellectual Property (IP or source code) is only valuable if and when people buy licenses. Moreover, existing license sales are only valuable if the licenses can be sold at a profit and the number of customers is only valuable if they are receptive to buy more licenses or support.  Given this, how can we measure the value of the asset in a meaningful way?

I have never been impressed with any company evaluation equation in the technology sector nor have I found accounting standards good arbiters of success.  However, in the case of mature mode, enterprise class software, I believe there is a simple measurement of one single value that defines the value of the asset in the same intuitive and useful way as Kawasaki.  That single measurement:  Total value of list license price under an active maintenance contract (LLPUAC) is directly proportional to company value and that two different companies (in the same sector) could be directly compared by looking at the ratios of their LLPUAC values to determine the ratio of their relative company value.  I believe that this one single measurement encompass nearly everything likely to be important about a company (or product) value in this category.  This means that lines of code, annual revenue, human capital, brand equity, cost of sales, and other common measures are irrelevant once you have LLPUAC.  My reasoning:

Let’s start with some baseline assumptions on this type of mature-mode, enterprise class license sales.  Some typical numbers: average discount of 50%, cost of an indirect sales channel is often 30+ percent, renewal rates of maintenance contracts are about 70 percent per year and average maintenance fees are slightly more than 15 percent per year.

Now, let’s look at all the factors not included in my valuation:

1. License Sales: Don’t factor, because sales will continue until the marginal cost of sales exceed income.  Why?  Assume we have a 100K€ list price for a license.  Based on the assumptions above, revenue from the license sales is likely to be between 0 and 20K€ after channel costs and discounting.  But “long tail” maintenance fees are based on list price and will look like: 15%(100K)+70%*15%(100k)+70%*70%*15%(100K)…  which is more than 35K€ (note, just a slightly higher percentage in customer retention (renewal rate of maintenance contract) can double this number). As a result, most companies recognize that installed license growth is better than trying to improve the cost of sales– thus sales revenue and costs usually expand (and become less efficient with each incremental addition) until new customer license sales stop contributing to the company’s margin .  If a company is not at max-expansion mode today, they likely should be and the “asset” price should reflect the way the company could be run. This also explains why I believe the average discount price is insignificant in comparison to the maintenance outlook.

2. Maintenance Revenue: Maintenance is typically based on the list price of the license.  Maintenance customers have little choice but to pay the established rate due to high change costs in this business sector.  The major limitation to excessive maintenance fees is loss of customer good will.  If a company is charging 25 percent, the short term revenue will obviously be significantly different than if it charges 10 percent, but the long term revenue will reflect the bad will impact on renewal rates (as well as planned follow on products).  Even if the long term revenue stream is different, changing the annual maintenance fee is an easy change to make and thus not a good measure of product value.  Reflected “asset” price as the way the company should be run means maintenance renewal rates and maintenance fee percentages are not important factors.  This also explains why the average revenue per customer measurement is less important since it is the list price that drives what should be extracted.

3. Service Revenue: Initial implementation services are often break-even on average (similar to licenses — always competitive situations and higher uncertainty).  Ongoing services are more profitable and should be directly proportionate to customer engagement which is also proportionate to maintenance renewal rates which is the basis of my asset redefinition. Thus I leave it out.

4. Cost of Engineering: The cost of engineering is justified only if it is creating value.  This is measured by customer renewal rates and new licenses.  The code otherwise has no market price since it likely could never find a buyer for it alone.  Thus again, it is already covered.

5.  Cost of Overheads:  Overheads can always be restructured, especially in a large enterprise.  Again, because we are evaluating the asset based on an assumption of management as it should be, we can ignore it.

Note, that company value is proportionate to LLPUAC.

Company value = k * LLPUAC

This “k” value will be different for different industries, but the real usefulness of this is that a change in LLPUAC results in a change in valuation.  Even if we are not selling the company, merging companies, or selling off the product division, LLPUAC can be a useful tool for management.  The equations below show that

Increasing Company Asset Value means:

New License Revenue > Maintenance Contract Revenue * (100%-Contract Renewal %) * Avg New License Discount% / Average Maintenance Contract Fee%

or

Maintenance Contract Renewal % > 100%- [( New License Revenue / Maintenance Contract Revenue) * (Maint Contract Fee% /  Avg New License Discount%)]

Using our example assumptions:

New License Revenue > 1M€* (100%-70%)*50%/15% (=1M€)

however, if we sold just half as much revenue (0.5M€) with even higher discounting (60% discount), what improvement in my renewal rate would be required?:

Renewal% > 100%-[(0.5M€/1M€)*(15%/60%)] (=87.5%)

Notice the high sensitivity to maintenance renewal rates.  Using this example, one would need to more than double your new license revenue to correct for a 15% change in renewal rates in order to keep the company the same path.

For a mature mode software license company, it is common that all engineering and overheads are covered by maintenance fees. But if the company completely stopped selling licenses, there would be a continuous (but declining) long tail of revenue and profits.  In our example, each year, 30% of the income leaks out from the non-renewing customers (100%-70%=30% leakage). Partially this is due to uncontrollables such as companies dying or changing ownership. But it can also be caused by things that are partially controllable such as the customer switching to a superior competitor product. Zero leakage is simply impossible. Thus each year more new licenses must be sold to generate maintenance fees to replace this maintenance fee leakage.

Increasing the maintenance contract renewal rate by lowering maintenance fees or increasing list license sales by increasing new license discount rates will increase long term value but this strategy is limited by cashflow realities.  Better is focusing energy on increasing new license sales and improving customer retention for maintenance contracts.  Alternatively, increasing maintenance fees or reducing costs of sales (to focus on the most profitable sales) will boost yearly cash flow but will rapidly reduce the stored company value.  This cashflow boost often creates complacency at exactly the time you need to correct your company’s trajectory.  Knowing when your company value is increasing or decreasing is critical before you can look at other, secondary factors such as cashflow, profits, cost of sales, discount rates, etc.

When a product/company is in cash cow mode, that is, further growth is not possible and there is shift to “milking” profits from customers, the company is usually highly profitable but it is not always obvious that the business is almost certainly deteriorating.  This happens because most of the traditional accounting and intuitive feelings are still trending positive while LLPUAC indicates a more true indication of the company’s health.  As the asset dissolves, so too does the source of revenue to fund product improvements, new products, or enter new markets. Further cost cutting will often maintain profitability in the mid term, but likely will further reduce sales reach and product investment.  It takes just a few years in dissolving asset mode to render the return of a product to growth mode impossible.

Finally, when the maintenance revenue drops below the minimum cost of engineering and overhead to keep the product functioning, the product is essentially dead.  Coincidentally you will note that its asset value was at maximum just before it entered into cash cow mode.  This is also the same moment when the customers were likely most positive about the product/company and receptive to other products and services at that point as well.  Moreover, as the company approaches the point of “product death”, customer goodwill is likely to be at an all time low.  Thus, the customer base also tracks our new definition of an asset.  Finally, it is important to note that the product is dead even though some customers remain who will pay the maintenance fees.

What do we do with this new asset definition?  I submit that it provides a simple measurement to better understand the value of a technology product.    It establishes a growth measurement, sales targets, renewal retention targets, and fixed engineering costs.  However once the product lifecycle enters cash cow mode, it is time to shift the targets and use these profits to fund the next initiative.

The message here is that the asset owner should not wait for the other indicators to catch up to the proposed new asset number.  If a product is already in cash cow mode and the new product will not address the same customer base in the near future, it might actually be better to sell off the cash cow product business entirely and focus on a new future with a war chest of money and no management distractions.

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