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- Mergers and Acquisitions
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What is Bootstrap Effect?
Bootstrap Effect or Bootstrap Earnings Effect refers to the short-term boost in the earnings of the acquirer company when it merges with the target company even though there is no economic benefit from such combination.
Let’s take an example of Bootstrap Effect
There are two companies: company A and the company B. Company A is trading at a higher Price to Earnings as compared to company B which trades at a lower Price to Earnings ratio. Now if company A enters into a share-swap deal with company B, company A will have to pay for the market value of the shares of company B using its own shares. Given the above situation, the earnings per share of company A post-merger will shoot up. Remember, after the merger, there is no company B.
How to Identify Bootstrap Effect?
That was a lot of theory. Let’s just not be overwhelmed by the textual definition and dive more to put this concept under the belt. So why did the earnings per share of the company A shoot up?
If company A acquires company B through stocks, there will be fewer combined shares outstanding post-merger. Since earnings remain the same but there are fewer shares of stock, the earnings per share ratio increases favorably. Investors may not understand the reason behind the increase in earnings per share. Instead of getting to know the underlying reason behind the sudden surge, investors may believe the earnings per share increased because of the synergy created through the merger, resulting in the increase in the value of the post-merger stock.
Companies may enjoy this temporary boost in stock price, but the bootstrap effect generally becomes apparent in some years. In order to sustain the earnings per share ratio at an artificially surged level, the company would have to continue to play the merge-and-expand strategy by aggressively acquiring companies at the same rate. Once merger-and-expansion spree comes to a halt, the earnings per share will decrease and the stock price will follow suit.
Bootstrap Effect Example #1
Let’s take an example to understand it further:
Now, given the above scenario, in order to acquire the target company, the acquirer will have to issue new shares in exchange for the shares of the target company as per the following calculation:
- Acquirer needs to pay: $3,000,000.0
- Acquirer’s share price: $100
- Number of shares acquirer needs to issue: $3,000,000.0 / $100 = 30,000 shares
- So, as a result of the merger there will be a total of 130,000 shares (including 100,000 old shares and 30,000 new shares).
- The post-merger earnings of the merged entity will be $850,000 (including $600,000 of the acquirer and $250,000 of target).
- Hence, the post-merger earnings per share will be 6.5 as per the following calculation:
- Post-merger EPS = $850,000 / 130,000 = 6.5
It can clearly be seen that the post-merger earnings per share of the acquirer is greater than the acquirer’s earning per share before merger which is mainly due to effect of reduction in total number of shares of the post-merger entity which is 130,000 (instead of 200,000) and increase in acquirer’s post-merger earnings due to addition of the earnings of the target.
This short-run increase in earnings per share is due to the sheer play of mathematics and not because of any economic growth or any kind of synergy created by the merger.
Bootstrap Effect Example #2
Let’s take another bootstrap earnings example:
As per the table is shown above, we will calculate the following:
- of shares to be issued by the acquirer
- Post-merger EPS
- Post-merger P/E
- Post-merger Price
No. of shares to be issued by the acquirer:
- = Market value of Equity of Target / Share Price of Acquirer
- = $3,500,000.0 / $100.0
- = 35,000.0 shares
- = Total earnings of the Acquirer post-merger / Total number of shares of Acquirer post-merger
- = ($300,000.0 + $125,000.0) / (100,000.0 + 35,000.0)
- = 3.1
Assuming market is efficient and hence pre and post-merger share price of Acquirer will remain same.
- = Weighted average EPS of Acquirer + Weighted average EPS of Target
- = $300,000.0 / ($300,000.0 + $125,000.0)) x 33.3 + $125,000.0 / ($300,000.0 + $125,000.0)) x 28.0 = 31.8
Post-merger Share Price of Acquirer:
Assuming market is not efficient, hence the share price pre and post-merger will not be the same.
- = Acquirer’s pre-merger P-E ratio x Acquirer’s post-merger EPS = 33.3 x 3.1 = 105
which is higher than acquirer’s pre-merger share price due to bootstrap effect.
The bootstrap effect is identified by the following events:
- The shares of the acquirer trade at a higher P/E ratio than shares of the target.
- The acquirer’s EPS increases after the merger without any operational contribution.
When there are no economically viable gains from a business combination, such surge in share price do not sustain for a long time as investors recognize that the increase in the acquirer’s EPS is purely due to the bootstrap effect, and hence, adjust the acquirer’s P-E downwards in the long run.
However, there have been instances in the past (e.g. 1990’s dotcom bubble) where many high P-E companies bootstrapped their earnings to exhibit continuous EPS growth by successively merging with low P-E companies. Hence, investors must be cautious as companies may use such strategies to create this P-E bubble and may try to maintain it through merger spree. But, in the end, fundamentals always triumph. So, value investors will continue to be the winners.
This has been a guide to what is Bootstrap Effect in Mergers and Acquisitions? Here we discuss ways to identify Bootstrap Effect along with bootstrap earnings examples. You may learn more about M&A from the following articles –