In: Finance
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MERGER ANALYSIS TransWorld Communications Inc., a large
telecommunications company,
is evaluating the possible acquisition of Georgia Cable Company
(GCC), a regional
cable company. TransWorld’s analysts project the following
post-merger data for GCC (in
thousands of dollars):
2015 2016 2017 2018
Net sales
$450 $518 $555 $600
Selling and administrative expense
45 53
60 68
Interest
18
21 24 27
Tax rate after merger 35%
Cost of goods sold as a percent of sales 65%
Beta after merger 1.50
Risk-free rate 8%
Market risk premium 4%
Continuing growth rate of cash flow available to
TransWorld 7%
If the acquisition is made, it will occur on January 1, 2015. All
cash flows shown in the
income statements are assumed to occur at the end of the year. GCC
currently has a
capital structure of 40% debt, but Trans World would increase that
to 50% if the
acquisition were made. GCC, if independent, would pay taxes at 20%;
but its income
would be taxed at 35% if it were consolidated. GCC’s current
market-determined beta
is 1.40, and its investment bankers think that its beta would rise
to 1.50 if the debt ratio
were increased to 50%. The cost of goods sold is expected to be 65%
of sales, but it
could vary somewhat. Depreciation-generated funds would be used to
replace wornout
equipment, so they would not be available to TransWorld’s
shareholders. The riskfree
rate is 8%, and the market risk premium is 4%.
a. What is the appropriate discount rate for valuing the
acquisition?
b. What is the continuing value?
c. What is the value of GCC to TransWorld?
a). Appropriate discount rate will be the cost of equity for GCC after the merger.
Using CAPM, cost of equity = risk-free rate + beta*market risk premium
= 8% + (1.5*4%) = 14%
Formula |
Year (All numbers in $'000s except %age) |
2015 | 2016 | 2017 | 2018 | 2019 |
Time period (n) | 1 | 2 | 3 | 4 | Terminal | |
Growth rate (g) | 7% | |||||
Net sales | 450.00 | 518.00 | 555.00 | 600.00 | ||
65%*Sales | COGS | 292.50 | 336.70 | 360.75 | 390.00 | |
SG&A | 45.00 | 53.00 | 60.00 | 68.00 | ||
Interest expense | 18.00 | 21.00 | 24.00 | 27.00 | ||
EBT | 94.50 | 107.30 | 110.25 | 115.00 | ||
Tax @ 35% | 33.08 | 37.56 | 38.59 | 40.25 | ||
Net income | 61.43 | 69.75 | 71.66 | 74.75 | 79.98 | |
FCFEterminal/(k-g); k = 14%, g = 7% |
Terminal value | 1,142.61 | ||||
FCFE | 61.43 | 69.75 | 71.66 | 74.75 | 1,142.61 | |
1/(1+k)^n | Discount factor @ 14% | 0.877 | 0.769 | 0.675 | 0.592 | 0.592 |
(FCFE*Discount factor) | PV of FCFE | 53.88 | 53.67 | 48.37 | 44.26 | 676.52 |
Sum of all PVs | Total equity value | 876.69 |
b). Continuing value (or terminal value) = 1,142,607.14
c). Value of GCC to Transworld = 876,691.39