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Mergers and Inquisitions: Merger Model Questions with Correct Answers

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Mergers and Inquisitions: Merger Model Questions with Correct Answers Walk me through a basic merger model - Answer-"A merger model is used to analyze the financial profiles of 2 companies, the purchase price and how the purchase is made, and determines whether the buyer's EPS increases or decr...

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  • October 6, 2024
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EmillyCharlotte
EMILLYCHARLOTTE 2024/2025 ACADEMIC YAER ©2024 EMILLYCHARLOTTE. ALL RIGHTS RESERVED
FIRST PUBLISH SEPTEMBER 2024




Mergers and Inquisitions: Merger Model
Questions with Correct Answers

Walk me through a basic merger model - Answer✔✔-"A merger model is used to analyze the financial

profiles of 2 companies, the purchase price and how the purchase is made, and determines whether the

buyer's EPS increases or decreases.




Step 1 is making assumptions about the acquisition - the price and whether it was cash, stock or debt or

some combination of those. Next, you determine the valuations and shares outstanding of the buyer and

seller and project out an income statement for each one.




Finally, you combine the incomes statements, adding up line items such as revenue and operating

expenses, and adjusting for Forgone Interest on Cash and Interest Paid on Debt in the Combined Pre-Tax

Income line: you apply the buyer's tax rate to get the combine net income, and then divid by the new

share count to determine the combined EPS."


What's the difference between a merger and an acquisition? - Answer✔✔-There's always a buyer and

seller in any M&A deal - the difference between "merger" and "acquisition" is more semantic than

anything. In a merger the companies are close to the same size, whereas in an acquisition the buyer is

significantly larger.


Why would a company want to acquire another company? - Answer✔✔-Several Possible reasons:


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- The buyer wants to gain market share by buying a competitor.


- The buyer needs to grow more quickly and sees an acquisition as a way to do that/


- The buyer believes the seller is undervalued.


- The buyer wants to acquire the seller's customers so it can u[-sell and cross-sell to them.


- The buyer thinks the seller has a critical technology, intellectual property or some other "secret sauce"

it can use to significantly enhance its business.


- The buyer believes it can achieve significant synergies and therefore make the deal accretive for it

shareholders.


Why would an acquisition be dilutive? - Answer✔✔-An acquisition is dilutive if the additional amount of

Net Income the seller contributes is not enough to offset the buyer's forgone interest on cash, additional

interest aid on debt, and the effects of issuing additional shares.




Acquisition effects - such as amortization of intangibles - can also make an acquisition dilutive.


Is there a rule of thumb for calculating whether an acquisition will be accretive or dilutive? - Answer✔✔-

If the deal involves just cash and debt, you can sump up the interest expense for debt and the foregone

interest on cash, then compare it against the seller's Pre-Tax Income.




And if it's and all-stock deal you can use a shortcut to assess whether it is accretive (see question #5).



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FIRST PUBLISH SEPTEMBER 2024




But if the deal involves cash, stock, and debt, there's no quick rule-of-thumb you can use unless you're

lightning fast with mental math.


A company with a higher P / E acquires one with a lower P / E - is this accretive or dilutive? - Answer✔✔-

Trick question. You can't tell unless you also know that it's and all-stock deal. If it's an all-cash or all-debt

deal, the P / E multiples of the buyer and seller don't matter because no stock is being issued.




Sure, generally getting more earnings for less if good and is more likely to be accretive but there's no

hard- and-fast rule unless it's an all-stock deal.


What is the rule of thumb for assessing whether an M&A deal will be accretive or dilutive? - Answer✔✔-

In an all-stock deal, if the buyer has a higher P / E than the seller, it will be accretive; if the buyer has a

lower P / E, it will be dilutive.




On an intuitive level if you're paying more for earnings than what the market values your own earnings

at, you can guess that it will be dilutive; and likewise, if you're paying less for earnings than what the

market values you own earnings at, you can guess that it would be accretive.


What are the complete effects of an acquisition? - Answer✔✔-1. Foregone interest on cash - the buyer

loses the interest it would have otherwise earned if it uses cash for the acquisition


2. Additional Interest on Debt - The buyer pays additional Interest Expense if it uses debt.


3. Additional Share Outstanding - If the buyer pays with stock, it must issue additional share.


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