[{"data":1,"prerenderedAt":-1},["ShallowReactive",2],{"detail-sidebar-cat-1-en-105":3,"doc-seo-571677-105":53,"doc-detail-571677-en":126},{"code":4,"msg":5,"data":6},0,"success",[7,14,19,24,29,34,39,44,49],{"id":8,"doc_module":9,"doc_module_name":10,"category_name":11,"show_sort_weight":12,"slug":13},11,1,"Template","Presentations",90,"presentations",{"id":15,"doc_module":9,"doc_module_name":10,"category_name":16,"show_sort_weight":17,"slug":18},12,"Resumes",80,"resumes",{"id":20,"doc_module":9,"doc_module_name":10,"category_name":21,"show_sort_weight":22,"slug":23},14,"Invoices",70,"invoices",{"id":25,"doc_module":9,"doc_module_name":10,"category_name":26,"show_sort_weight":27,"slug":28},15,"Posters",60,"posters",{"id":30,"doc_module":9,"doc_module_name":10,"category_name":31,"show_sort_weight":32,"slug":33},16,"Social Media",50,"social-media",{"id":35,"doc_module":9,"doc_module_name":10,"category_name":36,"show_sort_weight":37,"slug":38},17,"Forms",40,"forms",{"id":40,"doc_module":9,"doc_module_name":10,"category_name":41,"show_sort_weight":42,"slug":43},18,"Letters",30,"letters",{"id":45,"doc_module":9,"doc_module_name":10,"category_name":46,"show_sort_weight":47,"slug":48},21,"Paper Templates",5,"papers-templates",{"id":50,"doc_module":9,"doc_module_name":10,"category_name":51,"show_sort_weight":4,"slug":52},158,"General","general-158",{"code":4,"msg":54,"data":55},"ok",{"site_id":56,"language":57,"slug":58,"title":59,"keywords":60,"description":61,"schema_data":62,"social_meta":119,"head_meta":121,"extra_data":123,"updated_unix":125},105,"en","advanced-merger-model-quick-reference-common-formulas-model-setup","Advanced Merger Model - Quick Reference - Common Formulas & Model Setup","","Advanced Merger Model quick reference covering transaction structure, core “Sources & Uses” balancing, and purchase price logic. Defines equity purchase price, funds required, and fee components including financing, advisory, and legal expenses. Explains goodwill creation, intangibles and PP&E write-ups, deferred tax liability movements, and deferred revenue write-down timing. Provides guidance for combining and adjusting balance sheets, including asset versus liability/shareholders’ equity treatment using debits and credits.",{"@graph":63,"@context":118},[64,80,101],{"@type":65,"itemListElement":66},"BreadcrumbList",[67,71,74,77],{"item":68,"name":69,"@type":70,"position":9},"https://docshare.wps.com","Home","ListItem",{"item":72,"name":10,"@type":70,"position":73},"https://docshare.wps.com/template/",2,{"item":75,"name":11,"@type":70,"position":76},"https://docshare.wps.com/template/presentations/",3,{"item":78,"name":59,"@type":70,"position":79},"https://docshare.wps.com/template/advanced-merger-model-quick-reference-common-formulas-model-setup/571677/",4,{"url":78,"name":59,"@type":81,"image":82,"author":87,"headline":59,"publisher":90,"fileFormat":93,"inLanguage":57,"description":61,"dateModified":94,"datePublished":95,"encodingFormat":93,"isAccessibleForFree":96,"interactionStatistic":97},"DigitalDocument",{"url":83,"@type":84,"width":85,"height":86},"https://docshare.wps.com/thumbnails/advanced-merger-model-quick-reference-common-formulas-model-setup/571677.png","ImageObject",442,249,{"name":88,"@type":89},"Boyslovefans","Person",{"url":68,"name":91,"@type":92},"DocShare","Organization","application/pdf","2026-10-14","2026-10-13",true,{"@type":98,"interactionType":99,"userInteractionCount":9},"InteractionCounter",{"@type":100},"ViewAction",{"@type":102,"mainEntity":103},"FAQPage",[104,110,114],{"name":105,"@type":106,"acceptedAnswer":107},"How is “Funds Required” calculated in the merger model?","Question",{"text":108,"@type":109},"Funds Required is calculated as Equity Purchase Price + Refinanced Debt + Minority Interest Purchased + Fees & Expenses.","Answer",{"name":111,"@type":106,"acceptedAnswer":112},"What is included in Financing Fees, Advisory Fees, and Legal & Miscellaneous Fees?",{"text":113,"@type":109},"Financing Fees = Debt Tranche 1 * Percentage + Debt Tranche 2 * Percentage + Debt Tranche 3 * Percentage…; Advisory Fees = Percentage * Equity Purchase Price; Legal & Miscellaneous Fees = Fixed Number; Fees & Expenses = Financing Fees + Advisory Fees + Legal & Miscellaneous Fees.",{"name":115,"@type":106,"acceptedAnswer":116},"When do purchase-related goodwill, write-ups, and deferred tax items occur relative to the deal close?",{"text":117,"@type":109},"Goodwill creation, intangibles write-up, PP&E write-up, and deferred tax liability/asset write-down happen at the instant of the transaction; deferred revenue is written down after the deal closes.","https://schema.org",{"og:url":78,"og:type":120,"og:title":59,"og:site_name":91,"og:description":61},"article",{"robots":122,"canonical":78},"index,follow",{"doc_id":124,"site_id":56},571677,1792020990,{"code":4,"msg":5,"data":127},{"doc_id":124,"user_id":128,"nickname":88,"user_avatar":129,"doc_module":9,"category_id":8,"category_name":11,"doc_title":59,"doc_description":61,"doc_content":130,"file_id":131,"file_url":132,"file_type":133,"file_size":134,"view_count":9,"is_deleted":4,"is_public":9,"is_downloadable":9,"audit_status":9,"page_count":135,"language":136,"language_code":57,"site_id":56,"html_lang":57,"table_of_contents":137,"faqs":138,"seo_title":139,"seo_description":61,"update_tm":140,"read_time":76},1374410101428,"https://ap-avatar.wpscdn.com/davatar_3d24733baf745e90a7e4bdd5f77d97b2","Advanced Merger Model – Quick Reference Common Formulas & Model Setup  \n[http://breakingintowallstreet.com](http://breakingintowallstreet.com)  \nTransaction Structure & Assumptions  \nEquity Purchase Price = Diluted Shares Outstanding * Per Share Purchase Price  \nFor private companies, you don’t have shares outstanding or share prices, so the equity purchase price is just a lump sum amount. Note that the buyer might assume options rather than paying for them in cash, but effectively they’re still part of the purchase price.  \nFunds Required = Equity Purchase Price + Refinanced Debt + Minority Interest Purchased + Fees & Expenses  \n“Funds Required” is simply how much money the buyer needs to come up with to buy the seller. We don’t include assumed debt or assumed minority interest, because the balance sheet totals are not changing for anything that is assumed rather than purchased or re-financed.  \nWe set this formula up a bit differently in our model and only included Financing Fees rather than all Fees & Expenses, because we’re assuming that some fees are always paid in cash.  \nFinancing Fees = Debt Tranche 1 * Percentage + Debt Tranche 2 * Percentage + Debt Tranche 3 * Percentage… Advisory Fees = Percentage * Equity Purchase Price  \nLegal & Miscellaneous Fees = Fixed Number  \nFees & Expenses = Financing Fees + Advisory Fees + Legal & Miscellaneous Fees  \nDebt financing fee percentages are higher (sometimes 2-3%) than M&A advisory fees (often 1% or less) . These percentages decrease as the deal size increases. Note that under the new accounting rules, Financing Fees are capitalized rather than expensed.  \nSources & Uses  \nSources tell you where your money is coming from, and Uses tell you what it’s being used for in a transaction. Both sides must balance, or else your combined balance sheet will be off and the model will not work correctly.  \nPotential Sources: Cash from Buyer New Stock Issued  \nNew Debt Issued Preferred Stock Issued Debt Assumed  \nMinority Interest Assumed Management Rollover of Equity  \nPotential Uses:  \nEquity Value of Company Transaction Fees  \nCapitalized Financing Fees Refinanced Debt  \nDebt Assumed  \nMinority Interest Assumed Minority Interest Purchased Management Rollover of Equity  \nAdvanced Merger Model – Quick Reference Common Formulas & Model Setup  \n[http://breakingintowallstreet.com](http://breakingintowallstreet.com)  \nIn our model, we’re only looking at a few of these because not everything is relevant. Note that anything assumed by the buyer will show up under both sources and uses, so items like Debt Assumed and Minority Interest Assumed “cancel each other out.”  \nYou could add items to either of these columns as long as everything balances – for example, if Yahoo! had pension obligations that had to paid off (similar to debt), then we might add that to Uses.  \nPurchase Price Allocation & Creation of Goodwill  \nNew Goodwill Created = Equity Purchase Price – Seller Book Value + Seller’s Existing Goodwill – PP&E Write-Up – Intangibles Write-Up – Seller’s Existing Deferred Tax Liability + Write-Down of Seller’s Existing Deferred Tax Asset + Newly Created Deferred Tax Liability  \nWe subtract the Seller’s Book Value and add its Existing Goodwill here because we assume they are both written off in the transaction.“Book Value” is just Shareholders’ Equity in this calculation.  \nIntangibles Write-Up = (Equity Purchase Price – Seller Book Value + Seller’s Existing Goodwill) * Percentage  \nPP&E Write-Up = (Equity Purchase Price – Seller Book Value + Seller’s Existing Goodwill) * Percentage OR Existing PP&E Balance * Write-Up Percentage  \nNew Deferred Tax Liability = $0 in an Asset or 338(h)(10) Purchase; Buyer Tax Rate * (PP&E Write-Up + Intangibles Write-Up) in a Stock Purchase  \nWrite-Down of Existing Deferred Tax Asset = Entire NOL Balance in an Asset of 338(h)(10) Purchase; Buyer Tax Rate * MAX(0, NOL Balance – Allowed Annual NOL Usage * Expiration Period in Years)  \nDeferred Revenue Write-Down = S","cbCaiaZS2SswkBCn","https://ap.wps.com/l/cbCaiaZS2SswkBCn","pdf",247272,8,"English","# Transaction Structure & Assumptions\n# Sources & Uses\n# Purchase Price Allocation & Creation of Goodwill\n# Combining & Adjusting the Balance Sheets","[{\"question\":\"How is “Funds Required” calculated in the merger model?\",\"answer\":\"Funds Required is calculated as Equity Purchase Price + Refinanced Debt + Minority Interest Purchased + Fees \\u0026 Expenses.\"},{\"question\":\"What is included in Financing Fees, Advisory Fees, and Legal \\u0026 Miscellaneous Fees?\",\"answer\":\"Financing Fees = Debt Tranche 1 * Percentage + Debt Tranche 2 * Percentage + Debt Tranche 3 * Percentage…; Advisory Fees = Percentage * Equity Purchase Price; Legal \\u0026 Miscellaneous Fees = Fixed Number; Fees \\u0026 Expenses = Financing Fees + Advisory Fees + Legal \\u0026 Miscellaneous Fees.\"},{\"question\":\"When do purchase-related goodwill, write-ups, and deferred tax items occur relative to the deal close?\",\"answer\":\"Goodwill creation, intangibles write-up, PP\\u0026E write-up, and deferred tax liability/asset write-down happen at the instant of the transaction; deferred revenue is written down after the deal closes.\"}]","Advanced Merger Model - Quick Reference - Common Formulas & Model Setup | PDF",1791923084]