Important values for
mergers & acquisitions:
Following are some of the important values for mergers &
acquisitions:
- Commitment: a commitment is usually a
loyalty & it is a promise & expectation that has been
created. Honouring the commitments can make a lot of difference.
This is most important in case of merger or acquisition because if
two companies merge or if one company is acquired by another
company a company may promise another company that their corporate
practices would continue or the rights of its employees would be
safeguarded. The more the promises are fulfilled more the chances
for success of the merger or acquisition.
- Cooperation: the main purpose of
merger or acquisition is that a company that is better or good in
something would acquire or merge with a company that is doing fair.
These mergers or acquisitions can make the more complex tasks
simpler which can be achieved only through proper cooperation &
coordination between the two companies.
- Dedication: things before merger wont
remain the same even after the merger or acquisition. Whatever
happens it is necessary to stay on course & never give up. If
we are dedicated & not emotionally abusive things would go on a
right direction & can help to achieve the goals of merger or
acquisition.
- Patience: this is a value which can
improve productivity because it can create a better state of mind,
a clear state of mind & also better for decision making.
- Respect: this is the most important
value in merger & acquisition because two companies getting
merged or acquired seem to be different in all aspects. Hence the
individual values of both the companies must be given weight age.
When we respect the other company’s values we are not only
validating their dignity but also our own.
The valuation process would involve the following:
- Historical Analysis: A detail
analysis of past performance, including a determination of what
drives performance. Several financial calculations need to be made,
such as free cash flows, return on capital, etc. Ratio analysis and
benchmarking are also used to identify trends that will carry
forward into the future.
- Performance Forecast: It will
be necessary to estimate the future financial performance of the
target company. This requires a clear understanding of what drives
performance and what synergies are expected from the merger.
- Estimate Cost of Capital: We
need to determine a weighed average cost of capital for discounting
the free cash flows.
- Estimate Terminal Value: We
will add a terminal value to our forecast period to account for the
time beyond the forecast period.
- Test & Interpret Results:
Finally, once the valuation is calculated, the results should be
tested against independent sources, revised, finalized, and
presented to senior management.
Financial analysis:
historical evidence
includes at least the last five years (preferably the last ten
years) of financial statements for the Target Company. By analyzing
past performance, we can develop a synopsis or conclusion about the
Target Company's future expected performance. It is also important
to gain an understanding of how the Target Company generates and
invests its cash flows.
One obvious place to start is to assess how the merger will
affect earnings. P / E Ratios (price to earnings per share) can be
used as a rough indicator for assessing the impact on earnings. The
higher the P / E Ratio of the acquiring firm compared to the target
company, the greater the increase in Earnings per Share (EPS) to
the acquiring firm. Dilution of EPS occurs when the P / E Ratio
Paid for the target exceed the P / E Ratio of the acquiring
company. The size of the target's earnings is also important; the
larger the target's earnings are relative to the acquirer, the
greater the increase to EPS for the combined company.
Most of our
attention should be directed at drivers of value, such as return on
capital. For example, free cash flow and economic value added are
much more important drivers of value than EPS and P / E Ratios.
Therefore, our financial analysis should determine how does the
target company create value - does it come from equity, what
capital structure is used, etc.? In order to answer these
questions, we need to:
- Calculate value drivers, such as
free cash flow.
- Analyze the results, looking for
trends and comparing the results to other companies.
- Looking back historically in order
to ascertain a "normal" level of performance.
- Analyzing the details to uncover
how the Target Company creates value and noting what changes have
taken place.