Every concept, endless questions
Each concept is a small financial model. Read how it works, then draw a real interview question from it: forwards, backwards or what-if, with fresh numbers and a worked solution every time.
Forward runs a concept the usual way. Inverse runs it backwards, which is what separates understanding from memorizing.
M&A Process
3 conceptsChoosing the process type
A sale process is a trade-off between price, certainty, speed and confidentiality. The more buyers you invite, the more competition and the higher the expected price — but the greater the chance of a leak, the longer it takes, and the more management time it burns. A broad auction invites everyone; a targeted auction invites the few who matter; a negotiated sale talks to one; a dual-track runs a sale alongside an IPO. The banker’s job is to match the process to the buyer universe and to what the seller actually cares about. The funnel from first contact to final bidder is brutal, which is why the number you start with matters.
Advisory fee mechanics
Sell-side advisers are paid mostly on success: a percentage of the enterprise value achieved, payable at closing. The percentage falls as deals get bigger, and engagement letters often add an incentive — a higher rate on value above a hurdle — so that the bank’s interest in the last dollar matches the seller’s. A monthly retainer keeps the bank engaged during the process and is usually credited against the success fee. A fairness opinion is a separate, fixed fee. The right way to read any structure is the effective rate: total fee over the price achieved.
Deal timeline and gating items
A sale runs in sequence up to signing: prepare the materials, market the business, take first-round bids, run diligence and second-round bids, negotiate and sign. Those phases add up. After signing, the conditions to closing run in parallel — antitrust clearance, any shareholder vote, foreign-investment review — so the time to close is set by the slowest of them, not their sum. Whatever sits on that critical path is the gating item, and it is where the deal’s risk lives: every week between signing and closing is a week in which the market, the business or a regulator can change the outcome.