Business Valuation Flashcards

1
Q

What are the two reasons for a merger?

A
  • Theoretical.

- Practical.

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2
Q

Explain the theoretical reason for a business merger.

A

A merger will be accepted if it gives a NPV>0.

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3
Q

Explain the 6 practical reasons for a business merger.

A
  1. Elimination or reduction of competition.
  2. Safeguarding sources of supply or sales outlets.
  3. Access to greater economies of scale.
  4. Access to some aspect of the target that is under utilised.
  5. Risk spreading through diversification.
  6. Synergy (“2+2=5”).
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4
Q

What are the 4 main valuation approaches?

A
  1. Asset based approach.
  2. Dividend based approach.
  3. Earnings based approach.
  4. Cash based approach.
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5
Q

How do you use the asset based approach?

A

Start with shareholders funds and process the adjustments in the question.

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6
Q

What is the minimum a seller will sell for?

A

NRV.

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7
Q

What is the maximum a buyer will buy for?

A

Replacement cost.

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8
Q

What’s an issue with the asset based approach?

A

Doesn’t include the intangibles that aren’t on the balance sheet therefor may undervalue.

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9
Q

What are the formulae for the dividend based approach?

A

Price=D0(1+g)/ke-g, or

Price=D0/yield

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10
Q

In what situation is the dividend model useful?

A

Valuing a minority interest.

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11
Q

What are two issues with the dividend model?

A
  1. Assumes constant predictable dividend growth.

2. Ke must be estimated from a similar listed company.

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12
Q

What are the formulae for the earnings based approach?

A
Price = Earnings x PE ratio, or
Price = EBITDA X EBITDA multiple - MV of debt + cash
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13
Q

In what situation is the earnings model useful?

A

For valuing a majority interest and can incorporate synergies.

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14
Q

What are three issues with the earnings model?

A
  1. Erratic earnings may make the figure misleading.
  2. Earnings can be manipulated.
  3. PE and EBITDA multiple must be estimated from a similar listed company.
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15
Q

How do you use the cash based approach to value a company?

A

PV of BEFORE interest cash flows to infinity discounted at WACC - MV of debt, or
PV of AFTER interest cash flows to infinity discounted at Ke.

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16
Q

In what situation is the cash model useful?

A

For valuing a majority interest.

17
Q

Why are start-ups and technology companies difficult to value and how would you value them?

A
  • Unknown profits, competition and volume of digital assets.

- Discounting future cash flows.

18
Q

Pro and a con from the bidders perspective when an acquisition is financed with cash?

A

+No dilution of control.

-Possible problems raising the cash.

19
Q

What is the bidders perspective when an acquisition is financed with shares? (1 pro 2 cons)

A

+Less demands on cash.

  • Issue costs.
  • Dilution of control.
20
Q

What is the bidders perspective when an acquisition is financed with loan stock?

A
  • Obligation to pay interest.

- Gearing increases.

21
Q

What is the targets perspective when an acquisition is financed with cash?

A
  • Can spend it straight away.
  • Certain sum.
  • Capital gains tax.
  • No ongoing interest in the business.
22
Q

What is the targets perspective when an acquisition is financed with shares?

A

-Ongoing interest in the business.

23
Q

What is the targets perspective when an acquisition is financed with loan stock?

A
  • Fixed income.

- Limited ongoing investment.

24
Q

What is a divestment?

A

When a firm sells a subsidiary.

25
Q

3 reasons why would a firm want to divest?

A
  • To concentrate on core activities/lack of fit.
  • To get rid of part of the business that is causing problems/diseconomies of scale.
  • To raise cash.
26
Q

Name 7 restructuring methods.

A
  • Management buy-outs.
  • Buy-ins.
  • Sell-offs.
  • Spin-offs.
  • Share repurchase.
  • Debt for equity swap.
  • Liquidation.
27
Q

How do you get growth from “Earnings retained and reinvested” and “Return on investments”?

A

Multiply them.

28
Q

One pro and one con of the NPV valuation method.

A

+Values the future cash flows of the company and takes into account both risk and time value of money.
-The inputs into the model are critical in arriving at a reliable estimate.

29
Q

What is an “offer for sale”?

A

Where shares are sold to an issuing house, which would then offer the shares onto the public.

30
Q

What is an offer for subscription (or direct offer)?

A

Where shares are offered directly to the public. Skipping the issuing house.

31
Q

Should you include deprecation when valuing a company using NPV?

A

No, depreciation is not a cash flow.

32
Q

Pro and con of getting a share issue underwritten.

A

Pro-Ensures all securities are sold and the company can be certain of obtaining the funds.
Con-The cost. Varies depending on the company in question and the state of the market but can range from between 1-2%.

33
Q

What is the most important thing to add to all the written answers?

A

LINK TO SCENARIO.

34
Q

Two key differences between an ICO and an IPO.

A
  1. The investor receives a token (either a share or a utility token that gives an entitlement to use a service.)
  2. Payment is made in a cryptocurrency such as bitcoin.
35
Q

Would an ICO ever be appropriate for a divestment?

A

Providing they are a new, potentially high growth project, yes it potentially is.

36
Q

What is the slow cat acronym for the SVA?

A
Sales
Life of project 
Operating margin
Working capital
Cost of capital
Assets fixed
Tax rate