M&A question - Accretion/dilution

Hi All,

I have two question regarding accretion/dilution:

1: Can I assume all cash transactions in M&A are all Accretive as long as the target's net income is positive?

  1. If a 22x P/E acquires a 20x P/E with 20% premium, is it a dilution or accretion? assume all stock transaction.

Thanks!

7 Comments
 
Best Response

1) see above poster 2) P/E analysis is usually a simplifying approach used only in 100% stock transactions. Assuming a 20% purchase price premium, the target P/E would increase to 24x. In this simplified case (100% stock transaction, no synergies) this would be a dilutive transaction, because you are buying the control of more expensive earnings (24x) than your own (22x). Think about it this way: you are buying 1 dollar of earnings for a price that is more than the value of your current earnings (24x vs. 22x) and hence buying the same good for a higher price.

 

Thanks AM.

Can I assume accretion/dilution analysis only cares about the comparison of proforma EPS with buyer's current EPS?

 
  1. yes as long as the net income contributed by the target is greater than the net transaction effects (synergies, forgone interest on cash, etc.)
 

If you only want to know whether or not the deal is Accretive/dilutive, you compare the acquirer P/E to the offer P/E without factoring in transaction adjustments (transaction costs/synergies/purchase accounting adjustments).

To calculate the actual accr./dil. amount, compare the acquirer P/E to pro forma P/E ((acquirer NI + target NI + transaction adjustments)/(pro forma # of shares outstanding).

 

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