Case 065M&A and corporate developmentWarm up
Dhatuvan Castings earns Rs 200 crore on 10 crore shares and buys Lohasar Forgings, which earns Rs 50 crore, for Rs 500 crore funded entirely with 5% debt. At a 25% tax rate, is the deal accretive or dilutive, and by how much?
1The situation
Dhatuvan Castings has net income of Rs 200 crore and 10 crore diluted shares, so EPS is Rs 20.00. It agrees to buy Lohasar Forgings, which has net income of Rs 50 crore, for Rs 500 crore. The whole price is funded with new debt at 5%. Tax is 25%. Assume no synergies and no purchase price adjustments.
2Your task
Is the deal accretive or dilutive to Dhatuvan's EPS, by how much, and what is the one-line reason?
Quick check
Before the arithmetic: accretive or dilutive?
Worked solution
Try it on paper, then open one step at a time.
30-second answerThe answer to give first
Accretive by about 15.6%: EPS rises from Rs 20.00 to Rs 23.12. Interest on Rs 500 crore at 5% is Rs 25 crore, Rs 18.75 crore after tax. Combined net income is 200 plus 50 less 18.75, Rs 231.25 crore, over the same 10 crore shares. The one-line reason: Lohasar earns 10% on its price and the debt costs 3.75% after tax.
Step 1What is the shortcut, and why does it work here?
Compare the cost of the money with what it buys. A debt-funded deal is accretive whenever the target's earnings yieldNet income divided by the price paid, the inverse of the P/E. Rs 50 crore on Rs 500 crore is 10%, a P/E of 10. exceeds the after-tax cost of the debt. Lohasar earns Rs 50 crore on Rs 500 crore, 10%, a P/E of 10. The debt costs 5%, and because interest is tax-deductible the real cost is 5% times 0.75, 3.75%. A shopkeeper who borrows at 3.75% to buy a stall earning 10% is better off from the first month, and no partner has been given a share of the shop.
Step 2What do the full numbers show?
Prove it in three lines. Interest is 5% of Rs 500 crore, Rs 25 crore a year; after the 25% tax shield it costs Rs 18.75 crore. Combined net income is Rs 200 crore plus Rs 50 crore less Rs 18.75 crore, Rs 231.25 crore, and because the deal is all debt the share count stays at 10 crore, so EPS is Rs 23.12 against Rs 20.00, up 15.6%.
| Rs crore | Dhatuvan alone | Combined |
|---|---|---|
| Dhatuvan net income | 200.00 | 200.00 |
| Lohasar net income | 50.00 | |
| Interest on Rs 500 crore at 5% | (25.00) | |
| Tax shield on interest at 25% | 6.25 | |
| Net income | 200.00 | 231.25 |
| Shares, crore | 10.00 | 10.00 |
| EPS, Rs | 20.00 | 23.12 |
Step 3At what interest rate would the deal stop being accretive?
When the after-tax cost of debt equals the earnings yield. Breakeven is 10% divided by 0.75, a pre-tax rate of 13.3%; at any rate below that the deal adds to EPS. That is the follow-up interviewers like, because it tests whether you understood the shortcut or memorised the arithmetic. The second follow-up is funding: if Dhatuvan paid in shares at Rs 300 each, a P/E of 15, it would issue 1.67 crore new shares and EPS would be Rs 21.43, 7.1% accretive, less than with debt because stock at a P/E of 15 costs 6.7%, more than debt at 3.75%.
Step 4What does accretion not tell you?
Whether the deal is a good one. Accretion measures one year of accounting earnings; it says nothing about whether Rs 500 crore was a fair price for Lohasar or whether 5% debt is safe for the combined business. Buying a target on a P/E of 10 with cheap debt is almost always accretive, which is exactly why a board should look past it: a cyclical forgings business bought at the top of its earnings can be accretive on paper and value-destroying in cash. Ask what Lohasar's earnings look like in a weak year and what leverage Dhatuvan carries after the deal, then give the EPS answer.
Where candidates lose it
The common miss is using the pre-tax Rs 25 crore of interest. The tax shield matters: after-tax interest is Rs 18.75 crore, and the accretion is 15.6%, not 12.5%.
The second is adding shares out of habit. The deal is all debt, so the denominator does not move; candidates who issue shares at an assumed price answer a different question.
What the interviewer asks next
- Dhatuvan's shares trade at Rs 300. Would an all-stock deal be more or less accretive, and why?
- Lohasar's earnings fall 40% in a downturn. Is the deal still accretive, and does that matter?
- What would purchase price allocation and amortisation of intangibles do to the answer?
Asked at Mizuho, Investment Banking, San Francisco, 2026 (Wall Street Oasis): It acquires Company B for $500M in a 100% debt-funded deal at an interest rate of 5%. Company B has a net income of $50M.
Asked at Mizuho, Investment Banking, San Francisco, 2026 (Wall Street Oasis): DCF walkthrough with follow-ups then a merger model accretion/dilution question
Company names and figures are illustrative.
