Exploring the complexities of business valuation, including the use of multiples, present value of future cash flows, financial structures, and managing expectations in the market. Highlights the importance of understanding business value and transfer risks in the private equity market.
Valuation is a complex process that involves various factors such as financial structures and terms and conditions, often overlooked by the headline valuation.
Different financial models like multiples of e-bit-dah and discounted cash flow can be used to determine the present value of future cash flows and estimate the valuation of a business.
Deep dives
Valuation Complexity
Valuing a business is anything but straightforward, as it involves factors such as the amount of money traded, ownership level, terms and conditions, and various financial structures. The headline valuation often ignores crucial details, such as liquidation preferences, preferred returns, and debt. Details matter, and the same headline valuation can significantly differ based on the specific terms and conditions.
Financial Models for Valuation
Valuation can be determined using different financial models, such as multiples of e-bit-dah, multiples of seller discretionary earnings, or discounted cash flow. These models seek to estimate the present value of future cash flows, taking into account historical and projected earnings. One-time expenses and revenues can affect profitability, and the challenge lies in determining what counts and why. There is no fixed multiple for a specific business, but an approximation can be derived from comparable companies in terms of size, industry, and other factors.
Importance of Terms and Structures
The valuation is just one part of the deal, as it is important to consider the terms and structures of the agreement. Sellers often have a portion of the purchase price paid through an earnout or seller note, aligning their interests with the buyer and sharing risks. The distribution of money during the transaction is determined by the waterfall, where senior debt eats before subordinated debt, and preferred equity eats before common equity. Understanding the implications of each structural tool is crucial for sellers to maximize their proceeds.
When people hear about a transaction the first question they ask is: "What is the valuation?" While the answer seems simple on the surface - a single number - the way valuation is decided can take many different paths. In this example-packed episode, we show the diversity of approaches taken towards valuation and talk about why methodology matters. Discussion with Brent Beshore and Emily Holdman starts @ 8:18.
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