Highest valuation, LBO vs DCF - The final answer. Perspectives on special situations.
Recently I had a interview for a FT position with a top EB. The question was to rank the 4 valuation methodologies. I said it depends, but still put LBO before DCF arguing that exploiting tax shields and financial engineering of the capital structure is possible to achieve a higher valuation if the capital structure in the DCF is not efficient. My point is that in some cases the Sponsor target IRR of 20-25% could still result in a lower WACC vs an inefficient capital structure (e.g. all equity).
Yes, I know that in general a LBO is a "floor" valuation given the high sponsor IRR has a substantial impact on WACC.
I would be interested on your perspective? Is there any chance my answer was acceptable although it represents a minority of the cases?
I am not sure with regards to the answer for your questions, but can you please share what kind of other questions you were asked?
I'd say the following:
DCF yields a bigger EV as you often have optimistic assumptions vs trading multiples - what the market is willing to pay.
So you get: 1 - Precedent transactions - premium 2 - DCF - optimistic 3 - Trading Comp - market value 4 - LBO - floor value
I'd advise you against telling an interviewer that if two valuation methodologies rest on two different sets of projections that the one with the more optimistic assumptions will yield a higher valuation...
I tend to agree, it's the classic "correct" answer. But precedent transactions should be done by a strategic buyer that has synergies, otherwise an LBO could be considered amongst precedent transactions too.
My point is that there are actually a lot of cases like that, if you think that the Sponsor target IRR is actually an absolute return that can be disconnected and well below what should be the fair CoE with high Beta and D/E ratios.
Disagree. LBOs should be included in the precedents. In theory a sponsor doesn't have synergies but in reality they often do.
You can change capital structure in a DCF lmao.
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What's the source for this, looks like good guide.
The standard answer is correct in practice, but in theory people confuse poor valuation practices with inherent valuation bias, and the latter is the one we should care about.
Multiples are DCFs, they are exactly the same thing just buried under a layer of extra assumptions. Obviously control premium is a factor for transaction comps.
LBOs should actually be higher than DCFs but lower than transaction comps. The reason is simple. PE firms don't have synergies so they don't pay any premium for that. If you sell to a PE firm it is necessarily lower than selling to a strategic buyer for this reason alone. However, PE firms are less risk-averse as part of their business model. LBOs require leverage, which is the same as swapping risk for returns. With less risk aversion than the market, you are willing to pay a higher price for the same amount of risk, i.e. higher valuation.
Why would anyone ever sell to a PE firm? Clearly, it is because PE firms believe they can buy an undervalued company and drive earnings growth or valuation expansion. The key here is that the company is still the same company, the valuation is the only thing that's not the same. In other words, don't confuse a tendency for bad valuation with an inherent downward bias in valuations.
If you were to rank them based on inherent valuation bias: 1) Transaction comps 2) LBO 3) Trading comp = DCF
This only applies if everyone has perfect valuation technique and the necessary information to value things perfectly exists.
Don't agree with the answer and the content. I think it really depends on your assumptions in the DCF.
(1) Multiples are DCFs? Not really, one valuation method is looking at the market's opinion and the other is looking at your opinion about the company. The "layer of extra assumptions" is actually quite important because the market values the company as stand-alone but , depending on the pretext, you may want to incorporate some things which the market is not aware of (i.e. if you expect synergies or whatever else depending on your proposed business plan)
(2) Strategics would almost certainly outbid PE firms in any process if the target is in the same industry and synergies are expected (unless PE firm has an asset that they can combine with the target). This also holds if a strategic gets higher market share after an acquisition. There could be a bunch of reasons really.
(3) "With less risk aversion..." - Why would PE firms necessarily be less risk averse? They are risk averse vs. who? I think it really depends on the PE as i've defeteinly seen some which are more prone to take risks which strategics can't afford to take, especially if they are public (corporate governance etc)
(4) PEs don't just buy undervalued companies - this is too theoretical as if i'm in a corp fin 101 class.
Of course in practical terms, this is what you would see if you were to line up all the valuations from different methods that have ever been done historically. I'm not disputing that. But that is confusing misvaluation with theoretical bias.
1) It can easily be shown that DCF = Multiple. Start with a single period DCF in per share terms:
Price = FCF/(r-g) - Net Debt
Then divide both sides by earnings
P/E = (FCF/E)/(r-g) - ND/E
So it is completely wrong to say that you are looking at the market's opinion about the company. You are assuming that comparable companies' cash flow margins, WACC, growth and leverage, are a good proxy for your company's. This is no different from having your own assumptions about that.
2) Completely agree. Which is why transaction comps should be higher than LBOs.
3) LBOs necessarily require lower risk aversion as compared to a non-leveraged buyout. Note that LBOs are defined by high leverage, otherwise it would just be a BO. A deal with that level of leverage immediately causes you to assume more financial risk compared to lower levels of leverage. So for the same company, you would necessarily need to buy it at a lower price, or you would need to value it at a higher price, the two are homomorphic. But if you bought it at the same price, it means you're willing to accept more risk, i.e. you would be less risk averse. Risk preference is typically not seen as linear, so you would need to value the company higher than you would typically adjust for under a standard discounted model.
4) Under the assumption of no synergies, there is no reason to ever buy a company at the price you have valued it for sale (before outflows). You would make zero profit. If you buy a company at a price higher than you valued it and still make profit, then it means your valuation was wrong. This doesn't change just because you lever your equity. In practice people tend to overpay, because their valuation was wrong. It's very difficult to have a perfect valuation, but it doesn't mean we should ascribe misvaluation to inherent bias.
Thanks for your contribution. That's exactly how I ranked them, but I was corrected.
As a matter of fact in all take private transactions it's like this. My point is that exploiting tax shields, financial engineering and lower risk-aversion a Sponsor can pay a higher valuation than using a DCF assuming the company capital structure is not efficient. Therefore, the Sponsor is acquiring an undervalued company based on current market assumptions where Trading comp = DCF.
1) Transaction comps 2) LBO 3) Trading comp = DCF
you were corrected because that's just wrong... obviously, it will depend a lot on assumptions but all else held equal an LBO will give lower valuations than a DCF
This is probably the best explanation as to why from this thread: https://www.wallstreetoasis.com/forums/four-valuation-methods
Dude - I really do commend you for thinking so much and clearly so hard about this, but you are starting to sound like the economist trapped at the bottom of a well whose first step to getting out is "assume a ladder."
If a company is "undervalued" then of course the LBO is going to look better. If your DCF assumptions are higher than the ones contemplated by the comps, well yeah, of course that's going to yield a higher valuation. If your WACC is based on a hideously inefficient cap structure it's of course going to depress the DCF. But a valuation - if done at all correctly - accounts for all those things. Otherwise it's apples to oranges.
LBO isn't even a valuation method. It's a levered IRR analysis. It's a return analysis.
If the implied Unlevered IRR in your target IRR analysis (“LBO Valuation”) is is greater than DCF WACC, your LBO value will be lower. Same vice versa. This assumes: all levered free cash flows paid out annually (no debt paydown), same exit enterprise value.
Assume we go in with 30% equity check at 7% post-tax cost of debt. Your unlevered target IRR would be 0.7x7%+0.3x15% or 9.4%. If your WACC is higher, then your target IRR will return a higher valuation.
Considering debt paydown in the LBO, the unlevered target IRR would actually be higher.
In very simple terms, "LBO valuation" is not a valuation at all. Valuations are meant to reflect the "value" of the company, which surely should be independent from individual buyers. In this case, your valuation will change from individual buyer to buyer depending on what the target IRR is.
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