The deal tape
A precedent transactions set answers one question: what did somebody actually pay for a company like this one. Every row here is a US public target that filed a merger proxy or a going-private statement since 2020, with the offer per share, the premium to the unaffected price and the enterprise value multiples read from the filing itself rather than bought from a feed. Choose a sector, an industry code and a size band, and the quartiles above the list are the answer for that cut.
What it is not. Private-company deals, non-US targets and any transaction where no proxy was required leave nothing to read, so none of them are here. Neither are minority stakes or asset sales. Where a cross-check failed, the row still appears and says why, and it is held out of every median and quartile so one bad reading cannot move a number you would quote.
14 deals in this cut, 7 of them safe to take a multiple from and 14 safe to take a premium from. Enterprise value is stated where a balance sheet and a share count could be read at the period end before announcement.
What this cut was bought at
Each measure counts the readings that survive its own cross-checks. Fewer than 4 is a coincidence, not a market.
| Measure | Deals | 25th | Median | 75th |
|---|---|---|---|---|
| EV / LTM EBITDA | 4 | 9.8x | 10.8x | 13.6x |
| EV / LTM revenue | 6 | 1.0x | 1.4x | 2.0x |
| Premium to unaffected price | 8 | 16% | 24% | 29% |
| Premium to 30-day VWAP | 0 | Too thin to quote. Widen the cut. | ||
Read the EBITDA multiple against the revenue multiple before you use either. Where they disagree sharply the target was priced on growth rather than earnings, and the EBITDA line is the one that will not survive a second question.
| Target | Acquirer | Industry | EV | EV / EBITDA | EV / revenue | Premium | Filing |
|---|---|---|---|---|---|---|---|
Pinnacle Entertainment, Inc. 2017-12-17 · Public merger · $20.00 a share Held out of the multiples: consideration includes stock: the cash figure is not the price | Penn National Gaming, Inc. Strategic | Consumer & Retail | $1.8bn | 2.9x | 0.7x | n.a. | DEFM14A Includes stock |
Buffalo Wild Wings Inc 2017-11-27 · Public merger · $157.00 a share | Arby’s Restaurant Group, Inc. Strategic | Consumer & Retail | $2.8bn | n.a. | 1.4x | 7% | DEFM14A All cash |
Ruby Tuesday Inc 2017-10-16 · Public merger · $2.40 a share | Holding Strategic | Consumer & Retail | $312m | n.a. | 0.3x | 21% | DEFM14A All cash |
Omega Protein Corp 2017-10-05 · Public merger · $22.00 a share | Cooke Inc. Strategic | Consumer & Retail | $475m | 8.4x | 1.4x | n.a. | DEFM14A All cash |
Bob Evans Farms Inc 2017-09-18 · Public merger · $77.00 a share | Post Holdings, Inc. Strategic | Consumer & Retail | $1.6bn | 20.8x | 8.2x | 13% 15% to VWAP | DEFM14A All cash |
HSN, Inc. 2017-07-05 · Take-private · $40.36 a share Held out of the multiples: consideration includes stock: the cash figure is not the price | Liberty Interactive Corporation Strategic | Consumer & Retail | $2.6bn | 10.4x | 0.7x | 29% | SC 13E3 Includes stock |
HSN, Inc. 2017-07-05 · Public merger · $40.36 a share Held out of the multiples: consideration includes stock: the cash figure is not the price | Liberty Interactive Corporation Strategic | Consumer & Retail | $2.6bn | 10.4x | 0.7x | 29% | DEFM14A Includes stock |
Whole Foods Market Inc 2017-06-15 · Public merger · $42.00 a share | Amazon.com, Inc. Strategic | Consumer & Retail | $14bn | 11.2x | 0.9x | 27% | DEFM14A All cash |
Nord Anglia Education, Inc. 2017-04-25 · Take-private · $32.50 a share Held out of the multiples: consideration includes stock: the cash figure is not the price; no balance sheet at announcement: EV = equity value | Bach Finance Limited Strategic | Consumer & Retail | $3.4bn | n.a. | n.a. | 18% | SC 13E3 Includes stock |
Intrawest Resorts Holdings, Inc. 2017-04-07 · Public merger · $23.75 a share | Hawk Holding Company, LLC Strategic | Consumer & Retail | $1.3bn | 10.3x | 2.1x | n.a. | DEFM14C All cash |
Mead Johnson Nutrition Co 2017-02-10 · Public merger · $90.00 a share | Reckitt Benckiser Group Strategic | Consumer & Retail | $18bn | n.a. | n.a. | 29% | DEFM14A All cash |
Reynolds American Inc 2017-01-16 · Public merger · $29.44 a share Held out of the multiples: consideration includes stock: the cash figure is not the price | BATUS Holdings, Inc. Strategic | Consumer & Retail | $53bn | 5.0x | 4.2x | n.a. | DEFM14A Includes stock |
Reynolds American Inc 2017-01-16 · Take-private · $29.44 a share Held out of the multiples: consideration includes stock: the cash figure is not the price | BATUS Holdings, Inc. Strategic | Consumer & Retail | $53bn | 5.0x | 4.2x | n.a. | SC 13E3 Includes stock |
Reynolds American Inc 2017-01-16 · Take-private · $29.44 a share Held out of the multiples: consideration includes stock: the cash figure is not the price | BATUS Holdings, Inc. Strategic | Consumer & Retail | $53bn | 5.0x | 4.2x | n.a. | SC 13E3 Includes stock |
How to use a set like this
Cut to the narrowest set that still holds eight or ten deals, then quote the range rather than the median. An interviewer who asks where software takes out will accept a spread and press on a single number, because the single number implies a precision the set does not have. Say which deals sit at each end and why: the top of a range is usually a contested auction or a strategic buyer with synergies, the bottom a controlling holder buying in the minority.
Premiums move with the reference price, not only with the deal. A bidder quotes the period that flatters the offer, so read the premium to the unaffected close beside the premium to the thirty-day average and notice when they diverge.
What each column means
- Enterprise value.
- Offer per share times shares outstanding, plus net debt at the last balance sheet before the merger agreement. It is blank where either piece was missing, and those rows are in the “not computed” band rather than in a size they never earned.
- Premium.
- The offer against the unaffected price, which is the last close before the deal became known. Where the filing states a premium to the thirty-day volume-weighted average, that is shown next to it.
- Deal type.
- A take-private is bought by an affiliate, which is what triggers the Schedule 13E-3 and the fuller disclosure that comes with it. A public merger is an arm’s-length buyer, disclosed through the merger proxy.
- In doubt.
- A cross-check the reading could not satisfy: an equity value far from the fee-table figure, a multiple outside any sane band, or consideration that is partly stock so the per-share cash figure is not the price. The row stays visible, and it is set aside only for the measures the doubt reaches. A cash-and-stock deal cannot price a multiple and still states a premium the filing itself computed, so it counts in one and not the other.
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