M&A

Accretion/dilution, synergies, and the mechanics of buying a company.

1
How M&A deals actually work
M&A is not one negotiation. It's a staged process with a teaser, a CIM, rounds of bids, and exclusivity, and understanding who can pay more (strategics vs. sponsors) is the thing that separates you.
7 min read
2
Cash vs. stock: how a deal is paid for
How an acquirer pays (cash, debt, or its own shares) drives whether a deal is accretive or dilutive. The cheap-debt intuition, the buyer-vs-target P/E rule for stock deals, and the signal a stock deal sends.
6 min read
3
Synergies: the number that justifies the premium
Synergies are the extra value two companies create together that they couldn't apart. Cost synergies are credible and near-term; revenue synergies are softer. Here's how they justify a control premium, and how deals destroy value by paying the whole thing away.
6 min read
4
Accretion / dilution
Accretion/dilution asks whether a deal raises or lowers the acquirer's earnings per share. The P/E rule of thumb for stock deals, why cash deals usually look accretive, and what the test does and doesn't tell you.
4 min read
5
Building a merger model
A merger model is a sequence, not a spreadsheet. Sources and uses, purchase accounting and goodwill, combine the income statements, then land on pro-forma EPS and accretion/dilution.
6 min read
6
Strategic buyers versus financial buyers
When a company is for sale, the bidders split into two camps: strategics who fold the target into their own business, and financial sponsors who buy it as a standalone investment. Who they are shapes who pays more and who usually wins.
6 min read
7
Asset deals versus stock deals
The two legal ways to buy a company. A stock deal buys the whole entity and every liability with it. An asset deal buys chosen assets and hands the buyer a tax step-up. Plus the 338(h)(10) election that gets you both.
6 min read
8
What a sell-side M&A process looks like
A stage-by-stage walk through a sell-side M&A deal, from pitch to close, told from the deal team's seat. What each document does, why the whole game is competitive tension, and what the analyst actually owns day to day.
6 min read
9
Shareholder activism and how bankers help clients
What shareholder activists want, the language of a campaign from 13D filings to proxy fights, and how bankers defend a company: vulnerability reviews, stock surveillance, and the fight-or-settle decision.
5 min read
10
Accretion / dilution (Advanced)
The full pro-forma EPS build: purchase accounting D&A from the step-up, foregone interest, phased synergies, and the breakeven questions interviewers actually use to separate candidates. Plus why the P/E rule of thumb breaks.
5 min read