LBO Model Flashcards

1
Q
  1. Walk me through a LBO model
A
  • LBO: an acquisition where a significant portion of the purchase price is financed through debt, and the remaining equity comes from the investor or private equity firm.
    1. Make assumptions about:
  • purchase price
  • debt/equity ratio
  • interest rate on debt
  • operational assumptions
    2. Create sources & use section:
  • sources: how you finance the transaction
  • uses: how the capital is used
  • investor equity: The amount of money the investor or private equity firm contributes.
    3. Adjust for the new Debt and Equity figures; add goodwill and other intangibles on the asset side
    4. Project out the company’s B/S, I/S, and C/F; calculates how much debt is paid off each year based on available cash flow
    5. Calculate: make assumptions about the exit of the company (usually using EBITDA multiple); the return on the investment is calculated based on the equity investors receive when they exit.
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2
Q
  1. Why would you use leverage when buying a company?
A

To boost your return, and have more capitals to purchase other companies

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3
Q
  1. What variables impact an LBO model the most?
A
  1. Purchase multiple & exit multiple
  2. Amount of levered debt
  3. Operational characteristics (EBITDA margins and Revenue Growth)
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4
Q
  1. How do you pick purchase multiples and exit multiples in an LBO model?
A
  • Look at comparable companies and precedent transactions; show range using sensitivity tables
  • sometimes set the purchase and exit multiples based on IRR (internal rate of return) you are trying to achieve (higher IRR = low purchase & high exit multiples)
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5
Q
  1. What is an “ideal” candidate for an LBO?
A
  1. Stable and predictable cash flows
  2. low-risk businesses
  3. not much need for long-term investments and CAPEX
  4. opportunity to cut expense & boost margins
  5. strong management team
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6
Q
  1. How do you use an LBO model to value a company, and why do we sometimes say that it sets the “floor valuation” for the company?
A

Valuing a company with a LBO model: setting a targeted IRR and back-calculating the maximum purchase price that would achieve that return. The resulting purchase price is the “floor valuation” because PE firms almost always pay less than strategic acquires do.

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7
Q
  1. Give an example of a “real-life” LBO.
A

Taking a mortgage to buy a house.
- Downpayment = Investor Equity in an LBO
- Mortgage = debt in LBO
- Mortgage interest payment = Debt Interest in an LBO
- Mortgage Repayments: Debt Principal Repayments in an LBO
- Selling the House: Selling the Company / Taking It Public in an LBO

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8
Q
  1. Can you explain how the Balance Sheet is adjusted in an LBO model?
A
  1. Liabilities & Equity side is adjusted
    - new debt is added on
    - S/E is wiped out and replaced with investor equity
  2. Asset:
    - Cash is adjusted for the amount that is used to finance the transaction
    - Goodwill and Other Intangibles are the “plug” to make up for the difference
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9
Q
  1. Why are Goodwill & Other Intangibles created in an LBO?
A

THe premium to its fair market value; in LBO, act as a plug to make up for the difference between assets side and liabilities & s/e side

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10
Q
  1. We saw that a strategic acquirer will usually prefer to pay for another company in cash – if that’s the case, why would a PE firm want to use debt in an LBO?
A
  1. If the PE wants to hold the firm in short term: reduces the amount of equity they need to contribute, thereby amplifying their returns
  2. The debt is placed on the target company’s balance sheet, limiting the PE firm’s risk.
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11
Q
  1. Do you need to project all 3 statements in an LBO model? Are there any “shortcuts?
A
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12
Q
  1. How would you determine how much debt can be raised in an LBO and how many tranches there would be?
A

Look at comparable LBOs, companies similar in:
- size
- industry

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13
Q
  1. Let’s say we’re analyzing how much debt a company can take on, and what the terms of the debt should be. What are reasonable leverage and coverage ratios?
A
  • look at the “debt” comps to figure out the types, tranches, and terms of debt comparable peer companies have used
  • general rules: never lever a company at 50x EBITDA; usually 5-10x EBITDA
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14
Q

What is the difference between bank debt and high-yield debt?

A
  1. high-yield debt: higher interest rates
  2. high-yield debt: usually fixed interest rates
  3. high-yield debt: incurrence covenants; bank debt: maintenance covenants. Incurrence covenants prevent you from doing something (e.g., selling assets; buying a factor), whereas maintenance covenants require you to maintain a minimum financial performance
    • “You can’t issue more debt if your DEBT/EBITDA is over 6x
    • “Your Debt/EBITDA ratio must always stay below 5x.”
  4. bank debt: usually amortized (principal paid off over time); high-yield debt: entire principal is due at the end
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15
Q
  1. Why might you use bank debt rather than high-yield debt in an LBO?
A
  1. PE firm is concerned about meeting interest payment
  2. If they want major expansion/CAPEX and don’t want to be restricted by incurrence covenants
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16
Q
  1. Why would a PE firm prefer high-yield debt instead?
A
  1. If the PE firm wants to refinance the company (because high-yield debt only requires you to pay at the end) ==> more cash available in the short run
  2. No plans for major expansion
17
Q
  1. Why would a private equity firm buy a company in a “risky” industry, such as technology?
A
  1. Industry consolidation: buy competitors
  2. Turnarounds: taking struggling companies and make them become profitable again
  3. Divestitures: sell parts of the acquired companies or taking a division and turning it into it own profitable entity
18
Q
  1. How could a private equity firm boost its return in an LBO?
A
  1. Lower purchase price
  2. Increase exit price
  3. Increase leverage
  4. Increase Revenue growth rate
  5. Increase margins by reducing expenses
19
Q
  1. What is meant by the “tax shield” in an LBO?
A

Because the interest expense is tax-deductible ==> save money on taxes & increase cash flow

20
Q

What is a dividend recapitalization (“dividend recap”)?

A

The company borrows solely to pay a a special dividends to the PE that acquired it.
It would be like if you made your friend take out a personal loan just so he/she could pay you a lump sum of cash with the loan proceeds.

21
Q

Why would a PE firm choose to do a dividend recap of one of its portfolio companies?

A

Boost investment

22
Q

How would a dividend recap impact the 3 financial statements in an LBO?

A
  1. I/S: no change
  2. B/S:
    - Debt increase
    - S/E decrease
  3. C/F:
    - No change in CFO & CFI
    - CFF: debt cancel out the cash paid ==> unchanged