Accretion / dilution calculator
The back-of-the-envelope M&A math interviewers expect you to do out loud: does the deal raise or lower the acquirer's EPS?
Pro forma EPS = (acquirer NI + target NI − after-tax financing cost) ÷ (shares + new shares)
- Acquirer standalone EPS
- $2.00
- Stock / cash consideration
- $3,000M / $3,000M
- New shares issued (stock ÷ share price)
- 75.0M
- After-tax financing cost on cash portion
- $112.5M
- Pro forma net income
- $1,187.5M
- Pro forma shares outstanding
- 575.0M
- Pro forma EPS
- $2.07
Accretion / (dilution)
3.26%
+$0.07 per share · the deal is accretive
Simplified on purpose: no synergies, no intangible amortization or other purchase accounting, and no foregone interest on balance-sheet cash — the cash portion is treated as debt-financed at the rate above.
What accretion / dilution actually means
A deal is accretive if the acquirer's pro forma EPS is higher than its standalone EPS, and dilutive if it's lower. Two things move the needle: the target's earnings coming in (helps), and what it costs to buy them — new shares issued for the stock portion (spreads earnings over more shares) plus the after-tax interest cost of the cash/debt portion (reduces net income). This calculator is deliberately simplified: no synergies, no intangible amortization or other purchase accounting, and no foregone interest on balance-sheet cash.
How to use this in an interview
- Lead with the shortcut: in an all-stock deal, compare P/E ratios — if the acquirer's P/E is higher than the price paid for the target's earnings, the deal is accretive. Try it above: at a $6,000M price for $300M of net income (20.0x) against an acquirer at 20.0x ($40 ÷ $2.00), a 100% stock deal is exactly breakeven.
- For cash deals, compare the target's earnings yield (target NI ÷ price) to the after-tax cost of the cash: 5% × (1 − 25%) = 3.75% here, versus a 5% earnings yield — so the all-cash version is accretive.
- Common follow-ups: Why can an accretive deal still destroy value (EPS math ignores price paid vs. intrinsic value)? What makes a deal more dilutive (higher premium, more expensive financing, low target earnings)? How do synergies or intangible amortization change the answer?
Knowing the formula isn't the same as saying it under pressure.
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