Macabacus merger model download Download. Start your free 14-day trial of Macabacus. Forecast This is necessary, as many of the sections in our model will be interconnected. Forecast We have left this line in the model to make clear that we are using the FAS 141r accounting rules. You can see that we have included the write-ups of fixed and intangible assets, goodwill created in the transaction, the unearned compensation entry, and any deferred tax liabilities (“DTLs”) created in the […] Since we are building a merger model, it is necessary to align the target’s reporting period with the acquirer’s reporting period. Advanced concepts include deferred taxes , equity method accounting for investments, Dividends Received Deduction (DRD), net operating losses (NOL), pay-in-kind (PIK) interest , alternative minimum tax In this step we simply recreate the target's and acquirer's balance sheets using public company filings (e. Download our free operating model Excel Learn Finance>Merger Model> Financing Adjustments Build Models & Decks 10x Faster with Macabacus. DISCLAIMER This model presents a hypothetical M&A transaction between two hypothetical companies. The three scenarios we consider here are an up-side case, a down-side case, and a Wall Street analyst case. For example, if TargetCo has a fiscal year end of December 31 and BuyerCo has a fiscal year end of September 30, we need to time-shift TargetCo’s P&L to match BuyerCo’s reporting period. , for your PowerPoint presentations; Model Templates — Financial or other models intended for use as starting points when building new models in Excel Apr 21, 2010 · For people who don't know about Macabacus, please check http://macabacus. Recall that for tax purposes, IRC Section 197 requires that all intangible assets, including goodwill, be amortized over 15 years when there is a step-up in the acquired assets for tax purposes (i. Doing so allows us to refine our conclusions drawn in the previous step about what constitutes a reasonable offer price by comparing the multiples thus computed with multiples paid in comparable transactions. Employee stock options can be either vested or unvested. pdf), Text File (. Download our free operating model Excel template Nov 6, 2023 · When building a model, it is important that the model be flexible enough to consider a wide range of possible scenarios. Build financial models and presentations faster in Microsoft Office. Nov 6, 2023 · In this step we add to our “Amortization of Identifiable Intangibles” section on our “GAAP” tab and add a section called “Depreciation of Fixed Asset Write-Up”. We believe it sets a new standard for balancing complexity and intuitive use among LBO models. The assumptions presented below are simply suggestions, and the specific transaction you are contemplating may call for other […] We begin our M&A model by plugging into the spreadsheet some basic market data and corporate information about the target (“TargetCo”) and acquirer (“BuyerCo”). Follow the interactive demo instructions. Using Macabacus to Merge Workbooks. No IRC Section 338 election is available in a stock purchase when the acquirer is not a C corporation. Forecast By evaluating the premiums and multiples at various transaction prices, we can determine what is an appropriate price to pay for the target. Thanks a bunch and please bear with me if I ask some obvious & stupid questions. A more detailed […] When building the sources and uses, always include a “model check” as shown in the template to show that sources equal uses. Nov 6, 2023 · In our model we will assume that TargetCo’s stock options held by employees of TargetCo are replaced upon consummation of the transaction with new BuyerCo options. txt) or read online for free. We assume some familiarity with basic accounting and related terms. The amount allocated to unearned compensation is based on the portion of the intrinsic value at the acquisition date related to the future vesting (service) period. Note that the “Combined” net income figures omit synergies and acquisition accounting and financing adjustments, while the “Pro Forma” net income figures include synergies, but omit other adjustments. Nov 6, 2023 · Learn Finance>Merger Model> Deferred Revenue Build Models & Decks 10x Faster with Macabacus. You can find the tool under the ‘Macabacus > File Build Models & Decks 10x Faster with Macabacus Gain access to 100+ shortcuts, formula auditing visualizations, easy Excel-to-PowerPoint linking, and productivity tools to build models and presentations faster than ever. While the merger of equals is not a technically defined term, it is generally used to refer to low-premium stock-for-stock transactions in which management and Board control of the new entity is shared fairly Merger proxies – In the “Opinion of Financial Advisor” section Build Models & Decks 10x Faster with Macabacus. BuyerCo will replace TargetCo’s ESOs with BuyerCo ESOs of equal value, and these values will be […] Nov 6, 2023 · The next step in the purchase price ratio analysis is to calculate the premium (or discount) each transaction price represents relative to various historical TargetCo stock prices and TargetCo’s current stock price. Download Free LBO Model Templates – Long Form & Short Form Models. To calculate the value of the replacement options, we must first determine the fair value of TargetCo’s employee stock options […] Nov 6, 2023 · A portion of the intrinsic value (if any) of the unvested replacement awards is allocated to unearned compensation under FIN 44. g. To build the pro forma income statement, we need to account for these incremental expenses as shown below. Market data can be obtained from a number of sources, including FactSet, CapitalIQ, Google Finance, Reuters, and Bloomberg. Download our free operating model Excel template When we allocate the purchase price to the acquired net assets, we usually write-up the value of the tangible and intangible assets acquired. Download our free operating model Excel In calculating accretion/dilution, we must include all transaction adjustments. Elevate your investment analysis with our free DCF model template. However, whether you identify COGS, SG&A, or revenue synergies depends on the nature of the transaction and the businesses to be combined. Nov 14, 2023 · At this point, we have enough information to start building our statement of cash flows. different levels of operating performance that are reflected in the income statement). For a given […] 5 days ago · Download Free DCF Model Excel Template; Operating Model Template in Excel: Effortlessly Improve Accuracy; Macabacus Merger Model Template: Improve Your M&A Analysis; Simplify LBO Analysis with Short LBO Model Template; Advanced LBO Model Template for Excel (Long Form) Venture Capital Valuation and Return Analysis for Smarter Investments Nov 6, 2023 · In this step we simply recreate the target’s and acquirer’s balance sheets using public company filings (e. Download our free operating model Excel template. 10-Ks, 10-Qs, or 8-Ks) from the last twelve-month (“LTM”) period. We can then compare the premiums thus calculated to premiums paid in comparable transactions to see what transaction, or “offer”, price per TargetCo […] Nov 6, 2023 · In this step we add a section to our accounting adjustments called “Deferred Stock-Based Compensation Expense” that calculates the annual after-tax compensation expense arising from the amortization of unearned compensation. Build Models & Decks 10x Faster with Macabacus Download Free DCF Model Excel Template. Macabacus Merger Model Template: Improve Your M&A Analysis The Macabacus merger model implements advanced M&A, accounting, and tax concepts, and is intended for use in modeling live transactions (with some Download this report for expert guidance on innovative structures, cost-effective financing, and antitrust strategies to accelerate deals. Forecast Learn Finance>Merger Model> Purchase Price Allocation Build Models & Decks 10x Faster with Macabacus. The last step in the purchase price ratio analysis is to calculate the valuation multiples at the various transaction prices. You might use transaction comparables analysis to see at what multiples the target’s peers were acquired, and select an offer price that is inline with precedent transactions, but adjusted for the specific circumstances surrounding the contemplated In our model we will assume that TargetCo's stock options held by employees of TargetCo are replaced upon consummation of the transaction with new BuyerCo Learn Finance>Merger Model> Wall Street Projections Build Models & Decks 10x Faster with Macabacus. 5 days ago · The Macabacus operating model implements key accounting and tax concepts and is a foundational building block for our merger and LBO models. […] Now that we have completed our sources and uses of funds, we can compute the purchase prices for a range of transaction prices. If you prefer to conceal these cells for aesthetic purposes, you can color them white, group and hide the row (Alt>d>g>g + Alt>d>g>h), or set the row height to zero (Alt>o>r>e). To further enhance your efficiency, Macabacus offers a Merge Workbook tool, which enables you to consolidate sheets from various workbooks into one single workbook. This results in incremental expenses as the write-ups are depreciated and amortized over time. Download our free operating model Excel . This model is an important foundational building block for merger and LBO models. Recall that unearned compensation is recorded as an asset on the balance sheet and amortized over the remaining future service (vesting) period. Forecast revenue Nov 6, 2023 · Learn Finance>Merger Model> DCF: Perpetuity Growth Try Macabacus for free to accelerate financial modeling in Download our free operating model Excel template Learn Finance>Merger Model> Accretion/Dilution: Try Macabacus for free to accelerate financial modeling in Excel. Merger Model Write-Up Adjustments In this step we make adjustments to the combined company's balance sheet based on purchase accounting adjustments previously modeled in the "GAAP" tab. Since we have already calculated the write-up for fixed and identifiable intangible assets, we can simply divide by the number of years over which we will depreciate and amortize […] Learn Finance>Merger Model> FIN 44: Build Models & Decks 10x Faster with Macabacus. A public merger can take the form of a true acquisition by one company of another, or more of a “merger of equals” transaction. We want our LBO model to have the flexibility to consider multiple operating scenarios (i. The equations used to calculate the “Interest (Income) / Expense” line item for 2009 and beyond might be intimidating, but can be broken down into four components: 1) the sum of the standalone companies’ interest (income)/expenses, 2) incremental interest expense on acquisition debt, if any, used to finance Learn Finance>Merger Model> Accretion/Dilution: Build Models & Decks 10x Faster with Macabacus. This analysis is very straightforward, and simply requires plugging in numbers previously calculated and performing basic calculations. How our free merger model template for Outstanding. Note that we link up the change in cash to the cash and cash equivalents item on the balance sheet. Now that we have calculated the fair values of TargetCo’s vested and unvested employee stock options (“ESOs”), we need only to multiply by the number of options outstanding to get the aggregate values of the vested and unvested ESOs. 10-Ks, 10-Qs, or 8-Ks) from the last twelve-month Nov 7, 2024 · Download Free DCF Model Excel Template; Operating Model Template in Excel: Effortlessly Improve Accuracy; Macabacus Merger Model Template: Improve Your M&A Analysis; Simplify LBO Analysis with Short LBO Model Template; Advanced LBO Model Template for Excel (Long Form) Venture Capital Valuation and Return Analysis for Smarter Investments In this merger, we contemplate both COGS and SG&A synergies. Download the latest version of Macabacus or start your free trial. potx) files used to define layouts, formatting, etc. Let’s now add some assumptions about the transaction that, when changed, will flow through the model. Understand discounted cash flow principles and perform accurate valuations in Excel. Nov 7, 2024 · Download the Macabacus free merger model template for Excel. com/merger-model/company-info. xlsx), PDF File (. Forecast Nov 6, 2023 · Learn Finance>Merger Model> DCF: Unlevered Free Cash Try Macabacus for free to accelerate financial modeling in Download our free operating model Excel Sep 17, 2024 · Download Free DCF Model Excel Template; Operating Model Template in Excel: Effortlessly Improve Accuracy; Macabacus Merger Model Template: Improve Your M&A Analysis; Simplify LBO Analysis with Short LBO Model Template; Advanced LBO Model Template for Excel (Long Form) Venture Capital Valuation and Return Analysis for Smarter Investments Nov 6, 2023 · Learn Finance>Merger Model> Accretion/Dilution: Try Macabacus for free to accelerate financial modeling in Excel. Merger Model - Free download as Excel Spreadsheet (. Unearned compensation is recorded as an asset on […] Download Macabacus. e. Learn Finance>Merger Model> Cash-to-GAAP Reconciliation Build Models & Decks 10x Faster with Macabacus. Build Models & Decks 10x Faster with Macabacus Gain access to 100+ shortcuts, formula auditing visualizations, easy Excel-to-PowerPoint linking, and productivity tools to build models and presentations faster than ever. For purposes of this requirement, shares in the pro forma company owned by the Seller shareholders by virtue of equity positions in the Buyer are generally counted under the Shareholder Overlap rules. The Macabacus merger model implements advanced M&A, accounting, and tax concepts, and is intended for use in modeling live Apr 28, 2024 · Learn Finance>Merger Model> DCF: Terminal Multiple Try Macabacus for free to accelerate financial modeling in Download our free operating model Excel template Learn Finance>Merger Model> Enterprise Value Build Models & Decks 10x Faster with Macabacus. Consolidating the model in this manner makes the model more intuitive, easier to build, and easier to check. Additionally, you can opt to rename the sheets in the combined workbook as per your liking. Learn Finance>Merger Model> Our Own Estimates Build Models & Decks 10x Faster with Macabacus. In LBOs, the acquirer is usually organized as a LLC, so we make no provision here for a Section 338 election as we did in our merger model. I am going through the Merger Model and will be asking questions in reference to Step numbers. xls / . Behavior scenario research, calculate synergies, and streamline your M&A valuations. The Macabacus merger model implements advanced M&A, accounting, and tax concepts, and is intended for use in modeling live Nov 7, 2024 · The Macabacus long-form LBO model is derived from actual LBO models used by four bulge bracket investment banks, incorporating the best practices and features of each. We will revisit this tab later to add in the balance sheet adjustments that must be made to account for the acquisition. The portion of the intrinsic value (if any) of the unvested replacement awards allocated to unearned compensation is recorded as an asset on the balance sheet and amortized as compensation expense over the remaining future vesting (service) period for accounting purposes under FIN 44. When sufficient data is available, we can calculate both “cash” and GAAP net income and EPS figures. Nov 6, 2023 · Transaction Overview The double reverse Morris Trust structure is relevant for several scenarios: Two public companies with divisions, which have good strategic fit, but for which a sale from one to another would be tax inefficient or otherwise untenable Two public companies in a 50:50 joint venture seeking a tax-efficient exit for both parties and […] 5 days ago · Download Free DCF Model Excel Template; Operating Model Template in Excel: Effortlessly Improve Accuracy; Macabacus Merger Model Template: Improve Your M&A Analysis; Simplify LBO Analysis with Short LBO Model Template; Advanced LBO Model Template for Excel (Long Form) Venture Capital Valuation and Return Analysis for Smarter Investments We need to know the incremental D&A expenses for both book and tax purposes. Download Free DCF Model Excel Template. in an asset deal). Forecast In this step we make adjustments to the combined company’s balance sheet based on purchase accounting adjustments previously modeled in the “GAAP” tab. Conduct scenario analysis, calculate synergies, and streamline your M&A valuations. Also, we will build our LBO model on a single worksheet rather than spreading it out across multiple tabs. The first step in our merger analysis is to model BuyerCo’s income statement to include historical results and projections. Also, note that the net income figures at the top of the cash flow statement are net income available to […] Key structuring issues: 50% Requirement: Shareholders of Seller must receive over 50% of the vote and value of the surviving entity in the merger (the “50% Test”). To calculate the purchase price, add the value of the consideration paid to common and preferred shareholders and the value of TargetCo’s employee stock options (“ESOs”) replaced by BuyerCo options or cashed out. We will cover advanced topics like deferred taxes, equity method accounting, Dividends Received Deduction, net operating losses, payment-in-kind interest, and alternative minimum tax, to name a few. A Macabacus library may contain three types of templates: Presentation Templates — Template (. jupw gid efvwati ailc sywpjve nhek ckxxox qqdaws uiucegip scwr