Tutorial Answers - Chapter 24: Mergers and
Acquisitions (Step-by-Step)
Problem 1: Premium Calculation
Step 1: Identify given data:
- EPS of TargetCo = $5.50
- Current price per share = $66
- Industry P/E multiple = 16
Step 2: Calculate implied price using industry P/E:
Implied Price = EPS × Industry P/E = 5.50 × 16 = $88
Step 3: Calculate premium:
Premium = (Implied Price - Current Price) ÷ Current Price × 100%
Premium = (88 - 66) ÷ 66 × 100% = 33.3%
Explanation: The premium reflects the difference between TargetCo's current price and its estimated
fair value based on industry multiples.
Problem 2: Merger EPS and P/E Analysis
Given:
- Kyle's EPS = $4, shares = 1M, price = $40
- TargetCo's EPS = $2, shares = 1M, price = $25
(a) No premium:
Total earnings = Kyle's earnings + TargetCo's earnings = (4 × 1M) + (2 × 1M) = $6M
Total shares = 1M + 1M = 2M
EPS after merger = Total earnings ÷ Total shares = 6M ÷ 2M = $3
(b) 20% premium:
Target price with premium = 25 × 1.20 = $30
Exchange ratio = Target price ÷ Kyle's price = 30 ÷ 40 = 0.75
New shares issued = TargetCo shares × exchange ratio = 1M × 0.75 = 0.75M
Total shares = 1M + 0.75M = 1.75M
EPS = Total earnings ÷ Total shares = 6M ÷ 1.75M ≈ $3.43
(c) Explanation:
EPS fell from $4 to $3 or $3.43, so Kyle's shareholders are worse off without synergies.
(d) P/E ratio after merger:
Assume price remains $40. New EPS = $3
P/E = Price ÷ EPS = 40 ÷ 3 ≈ 13.3
Compare: Kyle's original P/E = 10, TargetCo's P/E = 12.5.
Problem 3: CEO Incentives
Step 1: Value destroyed = $59M
Step 2: CEO ownership = 3%
Loss to CEO = 59M × 0.03 = $1.77M
Step 3: Compensation gain = $7M
Net gain = Compensation gain - Loss = 7M - 1.77M = $5.23M
Explanation: CEO benefits personally despite destroying shareholder value.
Problem 4: Maximum Exchange Ratio
Step 1: LE pre-merger value = $5.4B
Step 2: Synergies = $0.77B
Max value NFF can pay = 5.4B + 0.77B = $6.17B
Step 3: NFF share price = $62
Exchange ratio = (Max value ÷ LE value) × (LE price ÷ NFF price)
LE price = $23
Exchange ratio = (6.17 ÷ 5.4) × (23 ÷ 62) ≈ 0.423
Explanation: This ratio ensures NFF does not overpay and still creates positive NPV.
Problem 5: Poison Pill Impact
Step 1: BAD price = $18, shares = 3M
Step 2: Greg crosses 20% ownership → owns 0.6M shares
Step 3: Poison pill triggered → other shareholders buy new shares at 50% discount ($9)
New shares issued = 3M - 0.6M = 2.4M
Step 4: Total shares after issuance = 3M + 2.4M = 5.4M
Greg's ownership = 0.6M ÷ 5.4M ≈ 11.1%
Explanation: Greg loses because dilution reduces his stake; other shareholders gain from discounted
shares.
Problem 6: Leveraged Buyout
Step 1: UnderWater price = $22, shares = 2M
Step 2: Offer = $27.50 for 50% → cost = 27.5 × 1M = $27.5M
Step 3: Post-buyout value = Current value × (1 + 35%) = (22 × 2M) × 1.35 = $59.4M
Step 4: Price of non-tendered shares = New value ÷ total shares = 59.4 ÷ 2M = $29.70
Step 5: Shareholders will not tender because price rises above offer.
Step 6: Gain = New value - cost = 59.4M - 27.5M = $31.9M
Explanation: LBO firm gains $31.9M from the transaction.