DCF + Multiples + EV Bridge Flashcards

1
Q

Walk me through a DCF.

A

A DCF values a company based on the Present Value of its Cash Flows and the Present Value of its Terminal Value.

First, you project out a company’s financials using assumptions for revenue growth, expenses and Working Capital; then you get down to Free Cash Flow for each year, which you then sum up and discount to a Net Present Value, based on your discount rate – usually the Weighted Average Cost of Capital.

Once you have the present value of the Cash Flows, you determine the company’s Terminal Value, using either the Multiples Method or the Gordon Growth Method, and then also discount that back to its Net Present Value using WACC.

Finally, you add the two together to determine the company’s Enterprise Value.”

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2
Q

Walk me through how you get from Revenue to Free Cash Flow in the projections.

A

Subtract COGS and Operating Expenses and D&A (and other operating expenses) to get to Operating Income (EBIT).

Then, multiply by (1 – Tax Rate), add back Depreciation and other non-cash charges, and subtract Capital Expenditures and the change in Working Capital.

Note: This gets you to Unlevered Free Cash Flow since you went off EBIT rather than EBT. You should confirm that this is what the interviewer is asking for.

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3
Q

What’s an alternate way to calculate Free Cash Flow aside from taking Net Income, adding back Depreciation, and subtracting Changes in Operating Assets / Liabilities and CapEx?

A

Take Cash Flow From Operations and subtract CapEx and mandatory debt repayments – that gets you to Levered Cash Flow.

To get to Unlevered Cash Flow, you then need to add back the tax-adjusted Interest Expense and subtract the tax-adjusted Interest Income.

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4
Q

How do you get to Beta in the Cost of Equity calculation?

A

You look up the Beta for each Comparable Company (usually on Bloomberg), un-lever each one, take the median of the set and then lever it based on your company’s capital structure.

Then you use this Levered Beta in the Cost of Equity calculation.

For your reference, the formulas for un-levering and re-levering Beta are below:

Un-Levered Beta = Levered Beta / (1 + ((1 - Tax Rate) x (Total Debt/Equity)))

Levered Beta = Un-Levered Beta x (1 + ((1 - Tax Rate) x (Total Debt/Equity)))

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5
Q

How do you calculate the Terminal Value?

A

You can either apply an exit multiple to the company’s Year 5 EBITDA, EBIT or Free Cash Flow (Multiples Method) or you can use the Gordon Growth method to estimate its value based on its growth rate into perpetuity.

The formula for Terminal Value using Gordon Growth is:

Terminal Value = Year 5 Free Cash Flow * (1 + Growth Rate) / (Discount Rate – Growth Rate).

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6
Q

Why would you use Gordon Growth rather than the Multiples Method to calculate the Terminal Value?

A

In banking, you almost always use the Multiples Method to calculate Terminal Value in a DCF. It’s much easier to get appropriate data for exit multiples since they are based on Comparable Companies – picking a long-term growth rate, by contrast, is always a shot in the dark.

However, you might use Gordon Growth if you have no good Comparable Companies or if you have reason to believe that multiples will change significantly in the industry several years down the road. For example, if an industry is very cyclical you might be better off using long-term growth rates rather than exit multiples.

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7
Q

How do you know if your DCF is too dependent on future assumptions?

A

The “standard” answer:

if significantly more than 50% of the company’s Enterprise Value comes from its Terminal Value, your DCF is probably too dependent on future assumptions.

In reality, almost all DCFs are “too dependent on future assumptions” – it’s actually quite rare to see a case where the Terminal Value is less than 50% of the Enterprise Value. But when it gets to be in the 80-90% range, you know that you may need to re-think your assumptions…

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8
Q

Cost of Equity tells us what kind of return an equity investor can expect for investing in a given company – but what about dividends? Shouldn’t we factor dividend yield into the formula?

A

Trick question.

Dividend yields are already factored into Beta, because Beta describes returns in excess of the market as a whole – and those returns include dividends.

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9
Q

How can we calculate Cost of Equity WITHOUT using CAPM?

A

There is an alternate formula:

Cost of Equity = (Dividends per Share / Share Price) + Growth Rate of Dividends

This is less common than the “standard” formula but sometimes you use it for companies where dividends are more important or when you lack proper information on Beta and the other variables that go into calculating Cost of Equity with CAPM.

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10
Q

Why would you not use a DCF for a bank or other financial institution?

A

Banks use debt differently than other companies and do not re-invest it in the business – they use it to create their “products” – loans – instead.

Also, interest is a critical part of banks’ business models and changes in working capital can be much larger than a bank’s net income – so traditional measures of cash flow don’t tell you much.

For financial institutions, it’s more common to use a Dividend Discount Model or Residual Income Model instead of a DCF.

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11
Q

What types of sensitivity analyses would we look at in a DCF?

A

Example sensitivities:

  1. Revenue Growth vs. Terminal Multiple
  2. EBITDA Margin vs. Terminal Multiple
  3. Terminal Multiple vs. Discount Rate
  4. Long-Term Growth Rate vs. Discount Rate
    And any combination of these (except Terminal Multiple vs. Long-Term Growth Rate, which would make no sense).
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12
Q

Explain why we would use the mid-year convention in a DCF.

A

You use it to represent the fact that a company’s cash flow does not come 100% at the end of each year – instead, it comes in evenly throughout each year.

In a DCF without mid-year convention, we would use discount period numbers of 1 for the first year, 2 for the second year, 3 for the third year, and so on. With mid-year convention, we would instead use 0.5 for the first year, 1.5 for the second year, 2.5 for the third year, and so on.

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13
Q

What discount period numbers would I use for the mid-year convention if I have a stub period – e.g. Q4 of Year 1 – in my DCF?

A

The rule is that you divide the stub discount period by 2, and then you simply subtract 0.5 from the “normal” discount periods for the future years.

Example for a Q4 stub: Q4 Year 1 Year 2 Year 3 Year 4 Year 5 Normal Discount Periods with Stub: 0.25 1.25 2.25 3.25 4.25 5.25 Mid-Year Discount Periods with Stub: 0.125 0.75 1.75 2.75 3.75 4.75

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14
Q

If I’m working with a public company in a DCF, how do I calculate its per-share value?

A

Once you get to Enterprise Value, ADD cash and then subtract debt, preferred stock, and noncontrolling interest (and any other debt-like items) to get to Equity Value. Then, you need to use a circular calculation that takes into account the basic shares outstanding, options, warrants, convertibles, and other dilutive securities.

It’s circular because the dilution from these depends on the per-share price – but the per-share price depends on number of shares outstanding, which depends on the per-share price. To resolve this, you need to enable iterative calculations in Excel so that it can cycle through to find an approximate per-share price.

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15
Q

Walk me through a Dividend Discount Model (DDM) that you would use in place of a normal DCF for financial institutions.

A

The mechanics are the same as a DCF, but we use dividends rather than free cash flows:

  1. Project out the company’s earnings, down to earnings per share (EPS).
  2. Assume a dividend payout ratio – what percentage of the EPS actually gets paid out to shareholders in the form of dividends – based on what the firm has done historically and how much regulatory capital it needs.
  3. Use this to calculate dividends over the next 5-10 years.
  4. Do a check to make sure that the firm still meets its target Tier 1 Capital and other capital ratios – if not, reduce dividends.
  5. Discount the dividend in each year to its present value based on Cost of Equity – NOT WACC – and then sum these up.
  6. Calculate terminal value based on P / BV and Book Value in the final year, and then discount this to its present value based on Cost of Equity.
  7. Sum the present value of the terminal value and the present values of the dividends to get the company’s net present per-share value.
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16
Q

When you’re calculating WACC, let’s say that the company has convertible debt. Do you count this as debt when calculating Levered Beta for the company?

A

Trick question. If the convertible debt is in-the-money then you do not count it as debt but instead assume that it contributes to dilution, so the company’s Equity Value is higher. If it’s out-of-the-money then you count it as debt and use the interest rate on the convertible for Cost of Debt

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17
Q

What are pros and cons of a DCF?

A

Pros:
- Few assumptions beyond Business Plan
- Perfect method in theory. If all inputs are “true” output is true
- Simple concept
- Quick
- Helpful for companies with few comparables
- Good for cross-checking a LBO as this is also cash focused
Cons:
- Very sensitive
- Therefore, very manipulative
- Used less than multiple (more of a support function)
- WACC is static and doesn’t allow dynamic capital structure over time
- Less important if TV is large

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18
Q

Which method of calculating TV will give you a higher value?

A

Multiples will generally have a bigger range than GGM but other than that hard to generalize.

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19
Q

Should COE be higher for a $5b or $500m market cap company?

A

$500m because all else being equal, smaller companies are expected to outperform large ones (size premium).

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20
Q

What has a greater impact in DCF – 10% chg. In revenue or 1% chg. In discount rate?

A

It depends but usually the 10% chg. In revenue

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21
Q

A company has high debt and is paying off a significant part each year. How do you account for this in a DCF?

A

You don’t account for this at all in a DCF because paying off debt principal shows up in CF from Financing on the CFS but we only get down to CF from Operations and subtract Capex to get to FCF.

If we would look a LFCF then our interest expense would decline in future years due to principal being paid off but we still wouldn’t count the principal repayments themselves anywhere.

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22
Q

What are EV and Equity values?

A

EV represent core business to all investors; equity value represents entire business but only to shareholders. You look at equity value because it’s the number the public sees, but EV represents its true value.

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23
Q

How do you get from Equity Value to EV?

A
EV = Equity Value + Debt + Preferred Stock + Minority Interest – Cash (Simplified)
EV =
Equity
- Excess Cash
\+ Financial Debt
\+ Pref. Stock
\+ Minority Interest/NCI 
- Market Value of Non-Core Assets/Equity Investments/Long-Term Investments
- Net Operating Losses (NLO)
\+ Capital Leases (sometimes you have to convert operating leases and add them)
\+ Any other interest-bearing provisions
\+ Pension Obligations
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24
Q

How would you calculate Net Debt?

A
Net Debt =
Financial debt
\+ Pension Liabilities
\+ Asset Retirement Obligations
\+ Any other interest-bearing provisions
- Excess Cash (trapped cash etc.)
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25
Q

A company is valued. While looking at BS you find accruals for non-interest bearing legal fees. In 2 years, either €50m have to be paid or not. Chances are 50:50 (therefore €25m accrual). Is accrual considered for valuation?

A

If Company was valued using DCF and €25 was rightly included in CFs then we can ignore it in EV-Equity Bridge.

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26
Q

Why do you add Minority Interest to EV?

A

You handle majority interest as part of own performance so you have to consider minority interest (usually <50%) as well to also reflect its value in EV. If minorities own stock of company as well you have to pay them too to buy the entire company.

FS are consolidated so EBITDA, EBIT etc. contain 100% of subsidiary (even if only 70% is owned). NI contains only associated percentage so if you want to do EV/EBITDA you can’t compare 70% vs. 100%. You therefore add minority interest to get entire subsidiaries value included in EV.

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27
Q

Why do you subtract cash in the EV – Equity bridge?

A

Cash is considered a non-operating asset and because equity value implicitly accounts for it. Intuitively: Buyer gets cash from Seller so if you would pay for it you would just get the same amount of cash back.

28
Q

Why do you add Pref. Stock to get to EV?

A

Preferred stockholders get fixed dividend and have higher claim to company’s assets than equity investors, so it is more similar to debt than equity.

29
Q

Why do you subtract Investments in Associates?

A

EV only reflects core assets. Financial investments and minority interest in other companies is not included. Similar intuition to Excess Cash: Buyer could pay for all assets then sell Investments in Associates etc. to refinance the investment. Other intuition: Contrary to majority investments, Inv. In Associates are not consolidated in FS. Therefore, if you want to calculate EV/EBITDA etc. you can’t compare them if you have 30% vs. 0% of company included and therefore have to subtract investments.

30
Q

Are there cases when you wouldn’t subtract investments in Associates?

A

Yes, if they are part of the core business. Also, if they have a material impact on financial statements even though they are not consolidated.

31
Q

Why do you only subtract interest-bearing liabilities from EV and not just all operating liabilities like those for suppliers etc.?

A

Non-interest-bearing liabilities are no real financing components as they are not touched in valuation. Liabilities to suppliers are WC and therefore a constantly repeating operating position without interest payments. Suppliers therefore also don’t have any eligibility to receive part of profits like equity or debt investors do.

32
Q

Do you pay more attention to EV or Equity Value in valuation?

A

EV for three reasons:

  • Equity is subject to changes in capital structure and can vary widely
  • Equity Value depends on EV (valuation results in EV that is then calculated back to Equity)
  • In acquisition, EV has to be paid
33
Q

A company raises €2b in new money from a bond. How does EV change?

A

Not at all. Cash and debt increase by €2b, so cancel each other out in ND.

34
Q

How do you calculate fully diluted shares?

A

Take basic share count and add in the dilutive effect of stock options and other dilutive securities such as warrant, convertible debt or convertible preferred stock. To calculate the dilutive effect, use the Treasury Stock Method

35
Q

A company has 100 shares outstanding at a share price of $10 each and 10 outstanding options at an exercise price of $5 each – what is the fully diluted equity value?

A

Basic equity value is $1’000 (100 * $10). All options are in the money ($5 < $10). To exercise the options, each owner has to pay $5 to the company, so the proceeds for the company are $50. Since each option is exercised, 100 new share get created. The company uses its proceeds to buy back 5 new shares and reach a fully diluted equity value of $1’050.

36
Q

A company has 100 outstanding shares at $10 and 10 outstanding options at an exercise price of $15. What is the fully diluted value of the shares?

A

$1’000. The options aren’t exercised so company doesn’t get additional money.

37
Q

A company has 1m stock outstanding @€10. Management has 250k Options at a strike price of €8. NI equals €2m. What are Basic and Fully Diluted EPS?

A

Basic: €2m / 1m = €2
Fully Diluted: All options are exercised so 250k * €8 proceeds = €2m. So 250k new stocks are created but money allows to buy 200k stocks back, so we end up with 1.05m stocks. Fully Diluted EPS = €2m / 1.05 = 1.9

38
Q

How are Fully Diluted EPS calculated when a company has Convertible Debt?

A

A convertible bond allows conversion into stock at predefined bond:stock ratio. Besides new stock, one has to recalculate NI as Convertible Bonds no longer exist and therefore no interest has to be paid.

39
Q

What percentage dilution in Equity value is “too high”?

A

No strict rule but probably everything over 10% is unusual (so diluted equity value > equity value * 1.1)

40
Q

Would you use the Treasury Stock Method with convertibles?

A

No, because company gets no cash from the conversion as in an exercised option.

41
Q

Should you use book or market value when calculating EV?

A

Technically you should use market value for everything. In practice you often only use market value for Equity Value and use book value for rest because the market value of remaining items is often hard or impossible to establish

42
Q

How do you account for convertible bonds in the EV formula?

A

If the convertible bonds are in-the-money then you count them as additional dilution, otherwise you count their face value as part of the company’s debt

43
Q

Company has 1m shares outstanding at $100 per share. It also has $10m of convertible bonds, with par value of $1’000 and a conversion price of $50. What’s the diluted share amount?

A

Because share price is higher than conversion price (100>50) we count them as additional shares rather than debt. Next, we divide value of convertible bonds ($10m) by par value $1’000 to figure out how many individual bonds we get 10’000 ($10m / $1’000).

Next, we need to find out how many shares this number represents. The number of shares per bond is the par value divided by the conversion price and get 20 shares per bond ($1’000 / $50). So we have 200’000 new shares (20 * 10’000) created by the convertibles giving us 1.2m diluted shares outstanding.

We don’t use the Treasury Stock Method with convertibles because the company is not “receiving” any cash from us.

44
Q

What’s the difference between Equity Value and Shareholders’ Equity?

A

Equity Value is market value and Shareholders’ Equity is book value. Equity Value can never be negative because shares outstanding and share price can never be negative, whereas Shareholders’ Equity could be any value. For healthy companies, Equity Value usually far exceeds Shareholders’ Equity.

45
Q

A company has an outstanding total of in-the-money options and warrants for 15,000 shares. The exercise price of each of these options is $7. The average market price, however, for the reporting period is $10. What is the dilution?

A

Assuming all the options and warrants outstanding are exercised, the company will generate 15,000 x $7 = $105,000 in proceeds. Using these proceeds, the company can buy $105,000 / $10 = 10,500 shares at the average market price. Thus, the net increase in shares outstanding is 15,000 – 10,500 = 4,500.

This can also be found by simply using the last formula provided above. The net increase in shares outstanding is 15,000 (1 – 7/10) = 4,500.
n-(n*K/P)

46
Q

What does the Modigliani Miller model state?

A

Under certain conditions (no taxes and similar costs, efficient market) the capital structure of a company is irrelevant to its value. Cost of debt increases the more you take on but equity increases slower so weighted average (WACC) stays the same.

47
Q

Which types of multiples do you know?

A
  • Equity Multiples
  • EV Multiples
  • Lagging and Leading Multiples
  • Trading and Transaction Multiples
48
Q

What are pros and cons of a multiple valuation?

A

Pros:
- Simple concept
- Robust if retrieved properly
- More multiples means more meaningful valuation
- Generate valuation range
- Highly relevant in practice
- Easier to defend than other methods
Cons:
- Very condensed metrics
- Dependency on many factors requires proper adjustments
- Adjustments can take a lot of time
- Only works if a lot of comparables exist
- Multiples assume identical companies
- Very short-term oriented
- Relative valuation (company can be very good and still have low valuation if market peers are bad)

49
Q

Is valuation more meaningful using EBIT or EBITDA multiple?

A

Both possible. EBITDA is important because it is at top of IS and therefore very comparable. However, asset intensive companies like heavy manufacturing tend to be valued using EBIT multiples as it reflects how many assets they have and how they depreciate.

“References to EBITDA make us shudder – does management think the tooth fairy pays for Capex?” -Warren Buffet

50
Q

When would you use EBITDAR multiples (R = Rent)?

A

Rent and operating leases are also excluded so we are even closer to revenue. EBITDAR multiples are used if companies in an industry use highly different ownership and rent strategies (e.g. two clothing discounters, one rents shop, one buys them). Mostly used in retail industry.

51
Q

Where is the biggest difference when using a multiple before or after financial results?

A

Everything above are EV multiples, everything below are Equity multiples.

52
Q

When would you use EBITA multiples?

A

Alternatively, to EBIT multiples as depreciations (material) are excluded but amortizations (immaterial) are included.

53
Q

When is a P/E multiple especially useful?

A
  • As addition to other (EV) multiples (given similar capital structures)
  • When small parts of equity are acquired (therefore often used on buyside)
54
Q

A peer group of engine manufacturers has a median multiple of 8x with a low range around it. One of them has 4.5x. What could be reasons for it?

A

Company in difficult state, potentially going towards restructuring. EBITDA still strong but valuation and resulting EV already low. Also if EBITDA are way too high and not believed by market.

55
Q

Why do multiples need to be adjusted?

A

Throughout IS a lot is dependent on accounting standards. Therefore identical companies could be valued at different multiples and you need to adjust them to still get same value.

56
Q

On which variable do you select multiples/comps?

A
  • Industry
  • Company Size
  • Similar margins
  • Similar growth
  • Similar geographic focus
  • Similar position in supply chain
  • Similar product portfolio
  • If P/E multiples are used then similar capital structure
57
Q

When are trading multiples higher than transaction multiples?

A

Transaction multiples have a time lag and therefore if market is high trading multiples can be substantially higher

58
Q

When comparing trading and transaction multiples, which takeover premium would you expect?

A

Between 10-30%

59
Q

When would you not use a multiples valuation?

A

Two cases:

  • When few peers are available
  • When company has negative EBITDA etc. it leaves you with only sales multiples or industry specific multiples
60
Q

What are some industry specific multiples?

A
  • Technology: EV/Unique Visitors, EV/Pageviews, EV/Subscribers
  • Retail/Airlines: EV/EBITDAR (Rent): because rent can be highly variable
  • Energy: P/MCFE, P/MCFE/D (MCFE = 1m cubic foot equivalent, D = day), P/NAV
  • REITs: Price/FFO, Price/AFFO (AFFO = adj. funds from operations); adds back depreciation and subtracts gain on sale of property
  • Healthcare: EV/Beds
  • Mining: EV/EBITDAX (Exploration)
61
Q

How do you know if an industry specific multiple is meaningful?

A

Only if it’s actually related to company. You could do regression analysis on e.g. EV and Beds (for hospital) and find out if there is a positive correlation.

62
Q

In which case would you still use Equity Value / EBITDA?

A

Very rare but for large financial institutions with big cash balances for negative EVs; however, in most cases you would use other multiples such as P/E or P/BV with banks anyway.

63
Q

Company decides to finance itself through debt and equity. What differentiates Equity Story and Credit Story in their documents?

A

Equity story concentrates on growth and profit chances of investment (profit growth, expansion, new products etc.). Credit story concentrates more on stability and continuity than on the upside

64
Q

Which function has the prospect in a bond emission?

A

“All-in-one” document due diligence. Contains all information about company, historical financials, descriptions of company risk and all additional information. The prospect is created in collaboration with audit company and has to be approved by financial regulator (SEC, BaFin,…). Similar to VDD.

65
Q

EV/EBIT(DA) and P/E all measure company’s profitability. What’s the difference?

A

P/E depends on capital structure, whereas the other two are capital structure neutral. Therefore, you use P/E for banks, financial institutions, and other companies where interest payments/expenses are critical.