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Too big to fail? Don’t overlook anti-trust

How anti-trust legislation is impacting corporate giants and how an integrated ESG approach can support more accurate equity valuations.

With a market cap in excess of $105 trillion[1], analysing the global equity universe and selecting quality companies with long-term growth potential is no easy feat. As the world becomes more complex, our analysis must also evolve to factor in new scenarios. Our investment process has ESG analysis integrated within each component; as part of our bottom-up research we assess all material ESG factors for the companies we are looking at and consider the financial implications.

For many of the companies we analyse, a material ESG issue that is often overlooked by the market is anti-trust legislation and regulation.

Anti-trust laws, as described by the US Federal Trade Commission, are designed to protect the process of competition for the benefit of consumers, creating incentives for businesses to operate effectively, keeping prices down and quality up.

The fear is if companies become too big and powerful, they will exercise monopolistic powers, increase prices and reduce the quality of their product/service to the detriment of the consumer. This issue is becoming increasingly important across both developed and emerging markets.

Anti-trust regulation in action

We have started to see international institutions become more forceful on anti-trust issues.

For example, the European Commission proposed new anti-trust regulation in March – the Digital Markets Act – which was adopted by the European Parliament in July. The regulation targets large digital platform (“gatekeeper”) companies in the EU that meet pre-defined criteria regarding their user numbers, market capitalisation and turnover. Such gatekeeper companies include the household names Google, Microsoft, Apple, Meta and Amazon.

The regulation primarily targets:

  • Side loading – gatekeepers must allow electronic devices using their operating systems to uninstall pre-installed software and allow for the installation of third-party equivalents[2].
  • Self-preferencing – stopping the ranking of gatekeeper products above competitors on their own platforms[3].

The fines associated with these actions are material:

  • Up to 10% of the company’s total global annual turnover (20% for repeat offenders)[4].
  • Periodic penalty payments of up to 5% of the gatekeeper’s global daily turnover[5].
  • Forced sale of parts of the gatekeeper’s business for systematic infringements[6].

On the day this regulation was signed, the European Commission upheld a $4.12bn anti-trust fine against Google for imposing unlawful restrictions on manufacturers of Android mobile devices and mobile network operators to consolidate the dominant position of its search engine[7].

These developments follow an anti-trust crack down on big tech in China in 2021[8], and a more muscular Federal Trade Commission in the US is looking to do more to block what it sees as anti-competitive acquisitions, such as Meta and Within Unlimited[9].

These actions send a message to gatekeeper companies, and in turn to investors, that these considerations must be taken into account when valuing businesses.

Integrated equity analysis

So how can equity investors consider anti-trust issues when valuing businesses?

There are three main tools available to reflect rising anti-trust risk under the discounted cash flow (DCF) valuation framework:

1. Assume extra expenses based on precedent or stipulated fines – Investors who believe a fine is likely can benchmark against previous fines similar companies have faced, or look at the fines the regulation states. This number could then be spread across 5-10 years within the model to reflect the potential cost to the business.

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