M&A & Merger ModelsHard

In a proposed merger of equals, net income contribution is 60/40 in Company A's favor, but the at-market exchange ratio implies only 55/45 ownership for A. How do you interpret this and advise?

Model answer

The gap means B carries a higher P/E than A: ownership in a stock-for-stock deal follows relative equity values, and the market prices B's earnings more richly than A's. A's negotiators will wield…

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