Yeah. I've worked with buyers who do the following when presented with synergies:

  1. Assume 50% of the presented cost synergies will actually be realized
  2. Completely ignore any revenue synergies

It's fair take. I saw a BCG report once that said less than 1/3rd of all M&A transactions actually add value.

 

Smh I don't get it. Can someone maybe just briefly elaborate on why the multiple should be smaller if synergies are taken into consideration? Common sense would be that this is sth that lets me justify a higer purchase price.

 
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Sure - you're creating make believe value in the denominator that would have never been earned... because synergies can only happen in the future.

This equation now looks like this:

(Today's Enterprise Value Based on Not Having Synergies Between the Two Companies) / (Combined EBITDA of Yesterday or Last 12 Months With Having Synergies)

Your numerator is unaffected and your denominator theoretically increased. In reality, if those synergies had been recognized throughout the year... the EV would be greater. In other words, if your combined LTM EBITDA was $20 and with synergies it was $22... your EV could be $100 without synergies and with synergies (built into the full year) it could be something like $112. Which gives you a valuation 5.0x vs 5.09x.

tl;dr: you're not making an apples to apples comparison when you compare (EV) to (LTM EBITDA and synergies).

You would need to do: (EV with 12 months of magical synergies built in) to (LTM EBITDA and synergies).


Note: I've never heard of a proposed M&A deal being valued using EV / LTM EBITDA & synergies. I'm just a lowly liberal arts college student, though so don't take my word for it.

 

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