StrikeAndYield crib sheet · information and education only
Valuation & Deal Analysis
The arithmetic underneath all six: what a business is worth, what a buyer can pay, and which of those two numbers a deal is actually priced off.
The desk — 10 transaction types
Easy 4
| Fairness opinion | A narrow statement, on a stated date, about one specific offer. It says far less than most readers assume, and what it says is precise. |
| Precedent transactions | What was actually paid for similar businesses, control premium included. Facts, from a market that no longer exists. |
| Synergies | The savings a combination is supposed to produce — announced with confidence, paid for at announcement, and checked years later if at all. |
| Trading comparables | What the market pays for similar businesses today. The choice of peers is made before any arithmetic and is most of the valuation. |
Medium 5
| Accretion and dilution | Whether the buyer's earnings per share go up or down. Not a valuation, and the number a board will actually ask about. |
| Discounted cash flow | The only method that values the business itself. Also the one whose answer moves most when nobody is looking. |
| Exchange ratio | How many buyer's shares each target share becomes. In a share deal it is the only number, and it is about relative value. |
| LBO analysis | The same cash flows run backwards. Not what is it worth, but what can be paid at a target return. |
| Sum of the parts | Each division valued separately and added up — used to argue a group is worth more apart than the market says it is worth together. |
Hard 1
| Cost of capital | The rate everything is discounted at, assembled from inputs that are mostly estimates of things nobody can observe. |
What drives this desk
- The discount rate, and how little of it is observable — Small changes in the rate move the answer far more than the forecast does
- What the comparable set is allowed to contain — The choice of peers is the valuation
- Whether earnings are the reported ones — Adjustments accumulate in one direction
- The buyer's cost of capital, not the seller's — The same asset is worth different amounts to different owners
- What the transaction is actually priced off — Enterprise value, equity value and the offer price are three different numbers
- The alternative on the table — A valuation does not set a price; a negotiation does
The calendar
| Before the pitch | A view is formed with no access to the company |
| After the data room opens | The model meets what the business actually looks like |
| At the board meeting before signing | A fairness opinion is delivered on a specific offer |
| In the disclosure document | The methods and ranges are published for shareholders |
| Long after closing | The purchase price is allocated across the assets acquired |
Which blocker decides, across the desk
| Blocker |
Decides | Share |
| Price | 6 of 10 | 60% |
| Financing | 1 of 10 | 10% |
| Approval | 1 of 10 | 10% |
| Diligence | 5 of 10 | 50% |
| Execution | 3 of 10 | 30% |
Counted from the same table each transaction page prints. Not
a rating and not a ranking: there is deliberately no total.
Information and education only. Every page, figure and
calculator on this site exists to explain how financial instruments work. Nothing here is
investment, tax or legal advice, a recommendation, or a valuation you can rely on.
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