Deal Walkthrough

Master the art of analyzing and explaining M&A transactions

How to Prepare for the Deal Walkthrough?

Why Deal Walkthroughs Matter

A well-delivered M&A deal walkthrough shows that you:

  • Understand how to analyze and explain a transaction
  • Can apply valuation concepts, strategic thinking, and market knowledge
  • Communicate clearly, concisely, and confidently

Choosing a Deal

When selecting a deal to analyze, focus on recent transactions that offer clear strategic rationale and sufficient public information. Here are the key criteria to consider:

Timing & Visibility: Prioritize deals announced within the last 12 months that involve at least one public company. This ensures you have access to recent market reactions and comprehensive public filings.

Deal Size: The appropriate size depends on your target bank:

• Bulge Bracket: Focus on deals above $1B to demonstrate your ability to analyze large, complex transactions

• Middle Market: Look for deals under $500M, which often have unique strategic angles and require deeper analysis

Structure & Information: Prefer deals with straightforward consideration (all-cash, all-stock, or all-debt) and ample public documentation. Key sources include:

• Form S-4 for detailed merger terms and financials

• 8-K filings for material events and updates

• Investor presentations for strategic rationale and synergy targets

While well-known deals can be tempting, they often lack the opportunity to demonstrate unique insights. Instead, focus on transactions where you can provide a fresh perspective or highlight underappreciated aspects of the deal.

How to Structure Your Answer

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1. 30-Second Executive Summary

  • Buyer acquired Target for $X in an [all-cash / all-stock / mixed] deal
  • Multiple paid (e.g., 20x EBITDA)
  • Key rationale: [e.g., market expansion, divestiture, emerging tech]
2

2. Company Profiles

  • Name, industry, headquarters
  • Brief description of each company's core business
  • Key financials (revenue, EBITDA if available)
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3. Deal Terms

  • Total value, consideration structure
  • Premium paid (if public)
  • Financing method (cash, debt, equity)
  • Key advisors (if relevant)
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4. Strategic Rationale

Geopolitical Tensions: Increased Western defense budgets and U.S. government demand for comprehensive defense platforms.

Corporate Restructuring: Ball Corporation faced manufacturing cost pressures and chose to divest non-core assets for liquidity, de-leveraging, and shareholder return.

Emerging Tech: Ball Aerospace's IP (e.g., missile tracking systems, ISR solutions) has strong relevance in conflicts like China–Taiwan.

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5. Valuation & Multiples

  • EV/EBITDA, EV/Revenue, or industry-specific (e.g., $/MW for renewables)
  • How it compares to precedent transactions
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6. Synergies

  • Cost: headcount reductions, margin improvement, shared ops
  • Revenue: cross-sell, new markets, R&D/IP
  • State if the deal is accretive or dilutive, and why
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7. Market Reaction

  • Stock movement of buyer and seller
  • Market interpretation (overpaid? strategic rationale?)
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8. Personal Opinion

Was it a good deal? Support your view with logic.