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Accretive

M&A / Merger Model

A deal that raises the acquirer's pro forma earnings per share.

Also written: accretion

A transaction is accretive when pro forma EPS after the deal exceeds what the acquirer would have earned alone. The test is mechanical: the after tax earnings acquired exceed the after tax cost of paying for them.

The quick rule for an all stock deal is the P/E comparison. If the acquirer's P/E is higher than the target's, the deal is accretive before synergies, because it is buying earnings more cheaply than the market prices its own.

Accretion is not value creation. A high multiple acquirer buying a low multiple business is accretive by arithmetic alone even with no synergies and no improvement to either business, which is exactly what bootstrapping describes.

The right follow up is always what the accretion is made of: genuine synergies, cheap financing that carries risk, or multiple arbitrage that the market may unwind by re rating the combined group.

What you pick up against what you give up
An all stock deal, acquirer on 25x buying a target on 12x. Illustrative figures.
1

The acquirer earns 2.00 a share on a 25x multiple, so its earnings yield is 4%. That is the cost of paying with its own stock.

Acquirer, standalone
Net income200
Shares100
EPS2.00
P / E25.0x
Earnings yield4.0%
Target
Net income60
P / E paid12.0x
Price720
Earnings yield acquired8.3%
Pro forma
Combined net income260
New shares issued at 50.0014.4
Total shares114.4
Pro forma EPS2.27
Accretion+13.6%
Taught in context in M&A II: Merger Models and Accretion DilutionSee the three modules that are free to read

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