What is goodwill?

The stuff that makes a company worth more than the sum of its parts

I wrote yesterday (and not very clearly, reading again) about how the problem with an asset-based valuation of a company is goodwill. Accurate valuation of the tangible assets can be tricky, but it’s possible. It’s the difference between the book value and the market or acquisition value - what the goodwill of the business should be - that is so hard to analyse.

I always puzzle about what this stuff called goodwill is. You might break it down like this:

(1) Tangible assets undervalued on the balance sheet - e.g. land or investments held at historic cost. Not really goodwill.

(2) Intangible assets, definable and created by investment, but not measured on the balance sheet. Examples include brands, as a result of advertising, intellectual property rights, software etc

(3) Contracts. For example, if I agree to buy 1m barrels of oil at $50, and the price rises to $100, that contract has a positive value. More generally, all the contractual relationships of a company have a value, which fluctuates according to market conditions. A contract could give rise to negative goodwill, if I have an obligation to sell lower than my cost of production.

(4) None of the above. This is the really interesting category. Imagine that I open a restaurant. I start with zero goodwill. But over time people pass the restaurant and remember where it is - that is goodwill. It may get included in guidebooks - that is goodwill. It will build up a base of repeat diners - that is goodwill. And they may recommend it to friends - that is also goodwill.

It gets even more complicated. Say I have a Japanese restaurant in a town of 50,000 people. It can only support one Japanese restaurant. Therefore, just by opening the restaurant, I will discourage another entrepreneur from doing the same. I’ve acquired a local monopoly that will make my restaurant more profitable - in asset terms, that is goodwill.

It gives rise to a number of fascinating questions and propositions:

Comments

2 Responses to “What is goodwill?”

  1. New companies and goodwill : The Rogue Analyst on January 9th, 2008 6:08 pm

    […] I used the example of a Japanese restaurant to try and show how the goodwill value of a new business builds over time. “Imagine that I […]

  2. john lidstone on January 24th, 2008 11:06 pm

    Hallo Rogue Analyst,
    I’m intrigued by your `Goodwill’ desciptions. Clearly in trying to establish the intrinsic value of a business, goodwill has a fundamental, albeit intangible, value. The shareprice fall today of Severfield Rowen (SFR) for example, looks way overdone, especially when set against its fundamentals (e.g. ROCE: 35% and Price/sales 0.7) and the `goodwill’ of its successful structural engineering business. Benjamin Graham’s `Mr Market’ is having one of his manic depressive `fits’ today.

    Just for the record I’m a network marketer which uses the this `goodwill’ factor in order to move product/services, in my case I’m spreading `health & wellness’ across the world….just thought I’d mention that in passing! I also have my own (quiet) value blog: http://journals.aol.co.uk/spcdesign/BargainIssue
    Regards JL

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