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Advanced M&A Modeling

Advanced M&A Modeling walks participants through an M&A model, covering deal and financing assumptions, fair value adjustments of target company balance sheet, synergies, cross border transactions, consolidating acquirer and target financials, and analysis of the transaction.

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29 Lessons (111m)

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  • Description & Objectives

  • 1. M&A Modeling Big Picture

    02:42
  • 2. Model Tour And Forecasts

    02:23
  • 3. Calendarization

    02:07
  • 4. Calendarization Workout

    03:28
  • 5. Calendarization Model

    03:43
  • 6. Assumptions - Acquirer And Target Valuation Model

    03:15
  • 7. Assumptions - Sources And Uses of Funds Model

    04:58
  • 8. Assumptions - Deferred Tax Liability and Goodwill

    04:03
  • 9. Assumptions - Deferred Tax Liability and Goodwill Model

    02:55
  • 10. Proforma Opening Balance Sheet

    02:47
  • 11. Proforma Opening Balance Sheet Fees Model

    05:47
  • 12. Synergies Model

    02:31
  • 13. PP&E And Depreciation on Capex Synergies Model

    05:32
  • 14. Debt Fees Amortization, And Debt Forecast Model

    03:30
  • 15. Deferred Tax Liability Forecast Model

    02:31
  • 16. Planning For The Consolidated Financial Statements

    02:25
  • 17. Consolidated Income Statement Model

    05:20
  • 18. Consolidated Balance Sheet Model

    06:40
  • 19. Consolidated Cash Flow Statement Model

    04:32
  • 20. Consolidated Interest Model

    07:16
  • 21. Consolidated Tax Model

    05:24
  • 22. M&A Analysis - EPS Accretion or Dilution Model

    05:12
  • 23. M&A Analysis - PE Ratios

    03:18
  • 24. M&A Analysis - PE Ratios and Equity Ownership Model

    03:03
  • 25. M&A Analysis - Credit Rating Impact Model

    02:47
  • 26. M&A Analysis - Synergies vs. Premium Paid

    02:28
  • 27. M&A Analysis - Synergies vs. Premium Paid Model

    02:46
  • 28. Return on Invested Capital

    03:52
  • 29. M&A Analysis - Return On Invested Capital Model

    02:44

Prev: M&A Modeling Complexities Next: Synergy Analysis

M&A Analysis - PE Ratios

  • Notes
  • Questions
  • Transcript
  • 03:18

PE ratios helps to quickly screen if a deal could go ahead, without building a full M&A model.

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Transcript

Relative P/Es are useful sense checks They work for cases with no synergies and 100% debt or 100% equity financing There are three main Ps that we can look at The first one is your acquirer P/E and this is the acquirer share price prior to any merger Over the acquirer's EPS, again prior to any merger The second one is your acquisition or your target's P/E It's the offer price being given to the shareholders over the target's EPS The third is your debt P/E which is one over the post tax cost of debt There's a relationship between these P/Es and what the relationship says is "If the acquisition or target P/E is greater than the acquirer P/E, the deal is dilutive" If you're using 100% stock or equity financing Alternatively let's compare another two of the P/Es If the acquisition or target P/E is greater than the debt P/E, the deal will be dilutive if using 100% debt financing Let's use some numbers to try and illustrate that a bit better Here we've got some assumptions, we've got an acquirer P/E of 15, post tax cost of debt 4% and an acquisition P/E of 18 So we can them underneath in the table, in the second column What we've done in the third column is we have inverted them. So let's look at the acquisition P/E first, it's 18 That says that I can acquire a share for maybe 18 dollars and I would get one dollar in return earnings per share every year Okay, well if we looked at the next column, when we invert the P/E that gives me an earnings yield Again for every 18 dollar share I buy, I get one dollar back. That's a 5.6% return or earnings yield Okay that's interesting, let's compare that to the acquirer P/E. The acquirer P/E is 15, if I invert that, that gives me a 6.7% return What we're saying in an acquisition is the acquirer shareholders instead of receiving their 6.7% The directors say no we won't give you that, instead we'll reinvest it in this acquisition and we'll turn this 6.7% into a 5.6% return That sounds awful, we're taking a higher return and diluting it down to a lower return Therefore if the transaction is 100% equity financed, the deal will be diluted However, now let's compare the acquisition target P/E to the debt P/E The debt P/E here is 25 but again invert that again, that gets us back for post tax of debt 4% Directors of the acquirer company could say, let's borrow money which cost us 4% and invest it in the acquisition target at 5.6% That sounds great! Borrow at 4%, get return of 5.6%? This tells me that if the transaction is 100% debt financed, the deal will be accreted So turning those P/Es into earing yields or cost of debt does help to illustrate the point being made here by your P/Es Remember though, it's just a rule of thumb if you're using 100% equity or 100% debt If you're going to be using a mix, then we need to use some merger modelling to calculate if it's EPS accreted of diluted

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