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• Initial position: The management of Austrian PIERER MOBILITY AG intends to acquire 100% of Dutch ACCELL Group retroactively as of January 1, 2022.
• As an external M&A advisor you are engaged to develop an attractive financial structure of the deal. Create the financial structure of the deal and maximise ROE for year 1 (2022) presuming
  • PIERER places a counter offer to the bid of KKR at the same offer price
  • PIERER's financial strategy stipulates a minimum equity ratio of 35%.
  • Possible acquisition loan: no repayment in year 1, interest rate financial cost 2021
  • Future development of both companies corresponds with the latest financial statements (FC 2022 = A 2021).
  • Synergies: Sales: +5% Cost: -3%

Calculate/Key criterias

• Calculation Purchase Price ACCELL
• Minimum Equity ratio consideration
• Debt capital consideration
• Synergies
• Maximising ROE

number is attached for both firms

KEY FINANCIAL PERFORMANCE INDICATORS FOR PIERER 1) 2021 142.9 82.5 EARNINGS RATIOS Revenue EBITDA EBIT EBITDA margin EBIT margin BALANCE SHEET RATIOS Balance sheet total Equity Equity ratio Working capital employed 2) Net debt 3) Gearing 2021 OTHER FINANCIAL FIGURES: 2,041.7 332.2 EARNINGS RATIOS 193.5 Earnings after taxes 16.3% Earnings after minorities 9.5% 12/31/2021 CASH-FLOW AND CAPEX 2,033.7 Cash flow from operating activities 765.6 Cash flow from investing activities 37.6% Free cash flow 160.5 Cash flow from financing activities 189.90 24.8% Capital expenditure 2021 367.4 -195.1 172.2 -27.6 178.51 ROCE (Return on capital employed) ROE (Return on equity) ROIC (Return on invested capital) 17.4% 20.1% 13.0% STOCK EXCHANGE RATIOS SIX Swiss Exchange Number of shares Market capitalization Earnings per share Book value per share 12/31/2021 94.00 33.80 3,176.87 3.34 22.65 Purchase Price: Share price Number of shares Market capitalization 1,56 billion in shares in m 58 26 829 592,000 1 556 116 336 KEY FINANCIAL PERFORMANCE INDICATORS FOR PIERER 1) 2021 142.9 82.5 EARNINGS RATIOS Revenue EBITDA EBIT EBITDA margin EBIT margin BALANCE SHEET RATIOS Balance sheet total Equity Equity ratio Working capital employed 2) Net debt 3) Gearing 2021 OTHER FINANCIAL FIGURES: 2,041.7 332.2 EARNINGS RATIOS 193.5 Earnings after taxes 16.3% Earnings after minorities 9.5% 12/31/2021 CASH-FLOW AND CAPEX 2,033.7 Cash flow from operating activities 765.6 Cash flow from investing activities 37.6% Free cash flow 160.5 Cash flow from financing activities 189.90 24.8% Capital expenditure 2021 367.4 -195.1 172.2 -27.6 178.51 ROCE (Return on capital employed) ROE (Return on equity) ROIC (Return on invested capital) 17.4% 20.1% 13.0% STOCK EXCHANGE RATIOS SIX Swiss Exchange Number of shares Market capitalization Earnings per share Book value per share 12/31/2021 94.00 33.80 3,176.87 3.34 22.65 Purchase Price: Share price Number of shares Market capitalization 1,56 billion in shares in m 58 26 829 592,000 1 556 116 336

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