The effect of holding company in acquisition

andersn's picture
Rank: Chimp | 6

Assume that Company Seller's net cash is 100.000 and value of operations is 300.000. The person Buyer is ready to pay 400.000 of the shares of Company Seller and borrows this money from bank.

For above transaction, buyer establishes a company Holder which receives a loan of 400.000 and pays 400.000 of the shares of Company Seller.

After short notice, second buyer appears and wants to buy the shares of Company Seller. Company holder does not have any other operations and second buyer want to acquire the shares of company Holder.

How do you calculate the net cash in the second acquisition and does this affect to the total purchase price if we assume that there are no changes in the operations of the original company.

Comments (2)

Nov 7, 2019

If I understand you correctly, the buyer creates an extra holding company and acquires the target holding company + operational subsidiary. If the cash in still in there, just use as net cash item in your bridge. Why makes you doubt this?

In most cases it would make more sense to buy the operational company for 300.000 instead of the whole for 400.000. Mostly depends on fiscal consequences of course.

Nov 8, 2019
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