69 5 The Alchemy of Stock Market Performance A commonly used measure for evaluating the performance of a company and its management is total shareholder returns (TSR), defined as the percent in- crease in share price plus the dividend yield over a period of time.1 In fact, in the United States, the Securities and Exchange Commission requires that com- panies publish in their annual reports their TSR relative to a set of peers over the last five years. That sounds like a good idea: if managers focus on improv- ing TSR to win performance bonuses, then their interests and the interests of their shareholders should be aligned. The evidence shows that this is indeed true over long periods—at a minimum, 10 to 15 years. But TSR measured over shorter periods may not reflect the actual performance of a company, because TSR is heavily influenced by changes in investors’ expectations, not just the company’s performance. Earning a high TSR is much harder for managers leading an already-suc- cessful company than for those leading a company with substantial room for improvement. That’s because a company performing above its peers will attract investors expecting more of the same, pushing up the share price. Managers then must pull off herculean feats of real performance improvement to exceed those expectations and outperform on TSR. We call their predicament the “expectations treadmill.” For high-performing companies, TSR in isolation can unfairly penalize their high performance. Another drawback is that using TSR by itself, without understanding its components, doesn’t help executives or their boards understand how much of the TSR comes from operating performance, nonoperating items, and changes in expectations. 1 Later in this chapter, we’ll show that we also need to consider the impact of share repurchases as a significant source of cash distributions. 70  The Alchemy of Stock Market Performance The widespread use of TSR over short periods as a measure of manage- ment performance can create perverse incentives. Managers running full tilt on the expectations treadmill may be tempted to pursue ideas that give an im- mediate bump to their TSR at the expense of longer-term investments that will create more value for shareholders over a longer horizon. In addition, TSR may rise or fall across the board for all companies because of external factors beyond managers’ control, such as changing inflation rates. Strictly speaking, such factors should play no part in managers’ compensation. This chapter starts by explaining the expectations treadmill. It then shows an approach to analyzing TSR that isolates how much TSR comes from rev- enue growth and improvements in return on invested capital (ROIC)—the factors that drive long-term value creation—versus changes in expectations and nonoperating items. Managers, boards of directors, and investors can learn much more about company performance from this granular break- down of TSR. Why Shareholder Expectations Become a Treadmill As we described in Chapter 2, the return on capital that a company earns is not the same as the return earned by every shareholder. Suppose a com- pany can invest $1,000 in a factory and earn $200 a year, which it pays out in dividends to its shareholders. The first investors in the company pay $1,000 in total for their shares, and if they hold the shares, they will earn 20 percent per year ($200 divided by $1,000). Suppose that after one year, all the investors decide to sell their shares, and they find buyers who pay $2,000 for the lot. The buyers will earn only 10 percent per year on their investment ($200 divided by $2,000). The first investors will earn a 120 percent return ($200 dividends plus $1,000 gain on their shares versus their initial investment of $1,000). The company’s return on capital is 20 percent, while one group of investors earns 120 per- cent, and the other group earns 10 percent. All the investors collectively will earn, on a time-weighted average, the same return as the company. But individual groups of investors will earn very different returns, because they pay different prices for the shares, based on their expectations of fu- ture performance. One way of understanding the effects of this dynamic is through the analogy of a treadmill, the speed of which represents the expectations built into a company’s share price. If the company beats expectations, and if the market believes the improvement is sustainable, the company’s stock price goes up, in essence capitalizing the future value of this incremental improve- ment. But it also means that managers must run even faster just to maintain