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There’s a lot of terminologies used within finance, and not all of it is consistent and generalized across all the different fields. Sometimes, different firms utilize different definitions within their metrics. Resources like this list of important investment banking and M&A terms and SourceScrub’s M&A tools for investment banking provide greater insight and success in the world of investment and mergers and acquisitions.
Usually, an acquisition results in the purchase of most or all of another company’s shares. An acquired firm is the firm that is purchased in this way by another firm.
The purchase of a company’s shares in full or in part, resulting in the shift of ownership of that company.
Acquisition Business Case
The justification for a project or undertaking based on commercial benefits and viability. A case is based on the acquirer’s predetermined, strategic criteria with the goal that it leads to stronger outcomes for both sides of the deal.
The purchase consideration for a given acquisition in regards to the transference of equity or assets, and liability.
Used interchangeably with acquisition.
Transaction multiples are a type of financial metric used to value a company. Acquisition multiples are another type of metric to evaluate the potential profitability of an acquisition.
An offer from a company to execute a transaction to acquire securities, equities, or assets of another company.
Acquisition Transition Planning
An acquisition transition plan outlines exactly how and when major resources, assets, and processes of the acquiring and acquired companies will transition within the scope of an acquisition deal.
Like many different forms of valuation, AV uses analyses to determine possible prices for a given acquisition candidate. Because there are numerous ways to evaluate a business, the method of AV is highly relevant within a given calculus. Acquisition valuation methods include:
- Book value
- Comparison analysis
- Discounted cash flows
- Enterprise value
- Influencer price point
- IPO valuation
- Liquidation value
- Multiples analysis
- Real estate value
- Relief from royalty
- Replication value
- Strategic purchase
Acquisition vs. Merger
A merger is the combination of two separate entities, while an acquisition is the takeover (hostile or friendly) of one entity by another.
The process of obtaining resources needed for a company to function and produce its goods or services. There are other names for this process, including procurement, or contract management.
The teams of individuals employed at financial institutions that specialize in specific areas that impact the overall success rate of the acquisitions. Teams may consist of different roles and responsibilities depending on the financial institution, and work on acquisitions through the beginning, middle, and end: Starting with research and relationship building, to valuation and negotiation, and finally managing any restructuring to the company as a result of the acquisition. Acquisitions teams typically consist of analysts and associates with backgrounds in investment banking, private equity, and business development.
The sum total of assets of two or more business entities when they are consolidated beneath another entity. This is a method for companies to grow in size as opposed to organic, internal growth. FIrms and departments within financial institutions exist to manage this process.
Consolidation is the process of combining smaller companies into a much larger one.
Corporate finance refers to the process of restructuring, project finance, valuation, and other potential advisory roles. Corporate finance is also a term that can be used in other industries that are unrelated to finance.
A corporate merger is a merger in regards to the merging of corporations, LLCs, or other business entities into a single entity.
The act of reorganizing a company or corporate structure. Restructuring often involves changes to legal, operational, or ownership processes within a given company, usually with the goal of making the company more profitable.
Cost of Merger
Cost of acquisition refers to the upfront costs incurred when purchasing a business asset. In the case of a cost of the merger, this refers to the overall cost of acquiring a business and its assets.
Cross Border Acquisition
The acquisition of a company in one country by a company in another country. This process usually results in transfers of control and can require enormous amounts of regulatory compliance.
The process of evaluating a given deal in mergers and acquisitions. Deal Valuation (DV) can be variable depending on what analysis is chosen, as well as the entities doing the analysis. Methods of analysis include:
- Comparable Company Analysis (Public Comps) - Evaluating and applying similar companies’ current valuation metrics, determined by market prices.
- Discounted Cash Flow Analysis (DCF) - Projecting the future cash flows and then using the Net Present Value (NPV) method to value the firm.
- Precedent Transaction Analysis - Comparing historical prices for completed M&A transactions involving similar companies to get a range of valuation multiples.
- “Ability to Pay”/ Leverage Buyout Analysis (LBO) - Assumes a required rate of return for the purchasing entity, and uses a significant amount of borrowed funds to make the purchase.
In a direct merger, the merged company is directly assimilated into the acquiring company.
Mergers & Acquisitions (M&A)
A general term used to describe consolidation of companies and assets, mergers, acquisitions, consolidations, purchases of assets, and management of acquired assets.
Economies work in cycles of rise and fall, and M&A is no different. The M&A cycle refers to the correspondence between M&A deals and the larger economic picture.
M&A Day 1
Day 0 is the deal announcement day, while Day 1 is the deal closing, indicating the change of ownership within a M&A deal.
Like transaction multiples, a financial metric that is used to value the potency of a given M&A deal.
Market Extension Merger
A merger of two companies that produce or sell the same or similar products. The merger results in market expansion and reach, giving both companies better access to different markets that were previously difficult or unavailable.
NPV (Net Present Value)
The difference between the present value of cash inflow and the present value of cash outflow. It’s used in investment planning to analyze how profitable a given investment or project may be.