M&A – Deal Structures & Strategies
Articles
What Are M&A Synergies? Revenue vs. Cost Synergies Explained
A clear breakdown of revenue and cost synergies in M&A, why interviewers care, and why cost synergies are trusted more than revenue synergies.
How to Calculate M&A Synergies in an Interview (Step-by-Step)
A step-by-step method for calculating risk-adjusted, phased M&A synergies — the approach interviewers expect in valuation and M&A cases.
Cash vs. Stock Deal: What's the Difference for Sellers?
A clear breakdown of how cash and stock consideration differ in M&A — tax treatment, ongoing risk, and what each choice signals about the buyer's conviction.
How to Answer 'Cash or Stock?' in an M&A Interview
How to structure an answer when an interviewer asks how you'd advise a client on cash vs. stock consideration in an M&A deal, with the framework and numbers to back it up.
What Is a Working Capital Peg in M&A?
A working capital peg sets the 'normal' level of working capital a seller must leave in the business at closing. Learn how it's set, why it matters, and how the true-up adjusts the purchase price.
How to Answer Working Capital Peg Questions in an M&A Interview
A step-by-step framework for answering working capital peg and purchase price true-up questions in M&A interviews, with a full worked numeric example.
What Is an Acqui-Hire? How Tech Companies Value Talent-Driven Acquisitions
Acqui-hires are M&A deals where the target's team and technology are the prize, not its revenue. Learn how buyers value talent, IP, and structure retention.
How to Answer an Acqui-Hire Valuation Question in an M&A Interview
A step-by-step framework for answering acqui-hire valuation questions in interviews: cost-per-engineer, IP value, and the upfront-vs-retention split.
What Is a Poison Pill? Hostile Takeover Defenses Explained
A plain-English guide to poison pills, staggered boards, white knights, and Pac-Man defenses — how target companies actually fight off hostile takeover bids.
How to Answer Hostile Takeover Defense Questions in M&A Interviews
A framework for answering poison pill, white knight, and staggered board interview questions — plus a worked example of how a poison pill dilutes an acquirer.
What Is an Earn-Out in M&A? A Plain-English Guide
A clear explanation of how earn-outs work in M&A deals, why buyers and sellers use them to bridge valuation gaps, and how they're typically structured and valued.
How to Answer 'How Would You Structure an Earn-Out?' in an M&A Interview
A step-by-step framework for answering earn-out structuring questions in M&A interviews, including how to size, discount, and probability-weight the payout.
What Is a SPAC? Structure, Sponsor Promote, and the De-SPAC Process Explained
A plain-English guide to how a SPAC is structured, how the sponsor's 20% promote actually pays out, and what happens during the de-SPAC merger process.
How to Answer SPAC Interview Questions: Sponsor Economics and Conflicts of Interest
A step-by-step framework for answering 'walk me through a SPAC' interview questions, including how to quantify the sponsor's promote and return multiple.
What Is a Dual-Track Process? Running an IPO and M&A Sale in Parallel
A dual-track process runs an IPO and an M&A sale in parallel to capture optionality value — here's how it works, what it costs, and when boards should use it.
How to Answer a Dual-Track Process Question in an M&A Interview
A step-by-step framework for answering dual-track process interview questions: optionality value, market window risk, and the sunk-cost trap explained.
What Is a Block Trade? Bought Deals, Accelerated Bookbuilds and Placement Discounts Explained
What is a block trade, and how does an accelerated bookbuild differ from a bought deal? Learn why placement discounts exist and who uses which route. Start now.
How to Answer a Block Trade vs. Accelerated Bookbuild Question in an ECM Interview
How do you answer a block trade vs. accelerated bookbuild question? Work through ADV, placement discounts, fees and all-in cost step by step. Practise now.
SPAC vs. Traditional IPO: Structural Differences, Sponsor Economics and Why SPACs Rose and Fell
How does a de-SPAC differ from a traditional IPO? Sponsor promote, redemptions, dilution and why the SPAC boom collapsed, explained. Practise with the case.
How to Compare a De-SPAC and an IPO in an Interview: Redemptions, Promote and Net Proceeds Step by Step
How do you compare a de-SPAC and an IPO in an interview? Calculate net proceeds, redemptions, promote dilution and cost per dollar raised, step by step.
Cases
Synergy Case: Revenue and Cost
As an M&A analyst working on a merger between two companies, you have been asked to quantify the deal's revenue and cost synergies, build a realistic multi-year timeline for capturing them, apply probability-weighting to reflect execution risk, and phase the value into the combined company's financial plan.
Cash vs. Stock Consideration
As an M&A analyst advising the board of the target company, you are tasked with comparing what the seller actually receives — and how much risk they retain — under a cash offer versus a stock offer for the same $400 million headline price.
Working Capital Peg in M&A
As an M&A analyst, you are tasked with explaining why buyers and sellers negotiate a working capital peg into a purchase agreement, and then calculating the purchase price true-up when a target's actual closing working capital differs from that peg.
Tech M&A: Acqui-Hire and IP Acquisitions
As an M&A analyst at a technology company, you are tasked with structuring the valuation and consideration for an acqui-hire: acquiring a 15-person AI engineering startup with negligible revenue, where the buyer is paying primarily for the team and its underlying technology, not for a stream of cash flows.
Hostile Takeover and Defense Tactics
As a member of the target company's board, you are tasked with evaluating how a poison pill (shareholder rights plan) can be used to defend against a hostile takeover bid, and quantifying how much it dilutes the acquirer's economic and voting power. You are also asked to compare a competing white knight offer against the original hostile bid.
Earn-Out Structuring
As the M&A associate structuring a deal with a valuation gap between buyer and seller, you're asked in an interview: "How do you design an earn-out to bridge a price disagreement, and what usually goes wrong with them?"
SPAC Transactions
As an M&A associate evaluating a potential SPAC merger target, you're asked in an interview: "Walk me through how a SPAC is structured from IPO to de-SPAC, how the sponsor actually makes money, and where the conflicts of interest between the sponsor and public shareholders show up."
Dual-Track Process: IPO vs. M&A
Running both simultaneously, optionality value, when to pull the trigger
Block Trade vs. Accelerated Bookbuild
As an ECM analyst, you are advising a private equity sponsor that wants to sell its entire 22% stake in a listed European industrials company. Compare a fully marketed secondary offering, an accelerated bookbuild and a bought-deal block trade on speed, discount and net proceeds, and work out which route fits which type of seller.
SPAC vs. Traditional IPO
As an associate advising the board of a private industrial-technology company, you are tasked with comparing a traditional IPO against a de-SPAC merger: quantify how much cash each route actually delivers to the company, how much of the business existing shareholders keep, and what each route truly costs once the IPO discount and the sponsor promote are counted.