Model - Share Issuance and Dilution
- 01:34
Understand how to calculate the impact of equity financing on pro forma shares outstanding and ownership
Glossary
Ownership Dilution Proforma Shares OutstandingTranscript
In order to calculate EPS accretion or dilution, we need to calculate the pro forma shares outstanding It's also useful to understand the ownership dilution I.e. how many of the pro forma shares will be owned by outside parties So we start with the acquirer shares outstanding, we've got them available right at the very top The acquirer has 15 shares But now we need to calculate the new shares issued, so for that we need to take the equity funding That's 49.5, that's a currency (that's going to be dollars or yen or something) And we then need to divide that by the acquirers share price If we divide it by the acquirers current share price, that will give us the number of shares they need to issue And they need to issue another 2.8 So in total they're going to have 17.8 shares in the pro forma shares outstanding Now what percentages is owned by the acquirer group and what percentage are being given away to the selling shareholders Well let's take 15 out of 17.8 Ah the acquirer owns 84.5% and the remainder comes from the target shareholders They'll get the remain of 15.5% We want to make sure that the acquirer shareholding doesn't go below a certain threshold Going below 50% would mean you don't have out right control And in many jurisdictions, going below 75% means there are certain things that you can't push through Usually if you've got over 75%, you can make any decision you want, including to sell the company