CAPITAL STACK
Each week, Capital Stack breaks down key Australian M&A, PE, and capital market activity; Early signals from restructures and capital transitions and one short opinion on a deal worth thinking about. Clear. Structured. Designed to help you understand why things matter.
CAPITAL STACK - Issue #14
CAPITAL STACK ISSUE #14 Good Morning, Welcome to this week's edition of the CAPITAL STACK Newsletter. The Framework EV versus equity value Enterprise value is the value of the operating business before deciding who gets paid. Equity value is what belongs to shareholders after adjusting for debt, cash and surplus or non-operating assets. A simple bridge is: Enterprise valueless net debtplus surplus assetsequals equity value This detail matters in a transaction as a headline share price is...
CAPITAL STACK - Issue #13
CAPITAL STACK ISSUE #13 Good Morning, Welcome to this week's edition of the CAPITAL STACK Newsletter. The Framework An earn-out is a pricing term where part of the purchase price is paid later, and only if the business hits agreed targets after signing or completion. In plain language, it is a way to split the difference when buyer and seller do not fully agree on what the business will earn. It matters in real transactions because it shifts some of the forecasting risk away from the buyer. A...
CAPITAL STACK - Issue #12
CAPITAL STACK ISSUE #12 Good Morning, Welcome to this week's edition of the CAPITAL STACK Newsletter. The Framework Dilution versus leverage is the trade-off between paying for growth with new equity or paying for growth with debt. Equity avoids fixed repayment pressure but spreads the upside across more shares. Debt preserves ownership but increases balance sheet risk and reduces room for error. In real transactions, the right answer usually sits in the middle. Boards are trying to protect...
CAPITAL STACK - Issue #11
CAPITAL STACK ISSUE #11 Good Morning, Welcome to this week's edition of the CAPITAL STACK Newsletter. The Framework A scheme of arrangement is a court supervised way to acquire a company. Instead of the bidder buying shares one by one, the whole shareholder base votes on a single transaction and, if the required approvals are met and the court signs off, everyone is transferred on the same terms. It matters because schemes solve an execution problem. A bidder can line up funding, negotiate a...
CAPITAL STACK - Issue #10
CAPITAL STACK ISSUE #10 Hello, Welcome to this week's edition of the CAPITAL STACK Newsletter. The Framework Dilution versus leverage When a company needs capital, it usually has two clean first choices. It can issue new equity and dilute existing holders, or it can raise debt and preserve ownership while adding a fixed financial claim. In practice, the trade-off is not ideological. It is about who absorbs risk, when cash has to leave the business, and how much control current holders are...
CAPITAL STACK - Issue #9
CAPITAL STACK ISSUE #9 Hello, Welcome to this week's edition of the CAPITAL STACK Newsletter. The Framework Target working capital is the normal level of working capital a buyer expects to inherit at completion. In plain language, it is the amount of inventory, receivables and payables needed for the business to keep trading without the buyer injecting extra cash on day one. It matters because enterprise value assumes the business is delivered on a run-rate basis. If the seller strips out...
CAPITAL STACK - Issue #8
CAPITAL STACK ISSUE #8 Hello, Welcome to this week's edition of the CAPITAL STACK Newsletter. The Framework A scheme of arrangement is a court supervised process used to transfer control of a company or trust to a buyer if the target’s holders approve it by the required voting thresholds and the court then approves the outcome. In practice, it is a way to deliver 100 percent ownership in one step rather than relying on a bidder to reach control through a conventional takeover. It matters...
CAPITAL STACK - Issue #7
CAPITAL STACK ISSUE #7 Hello, Welcome to this weeks edition of the CAPITAL STACK Newsletter. The Framework Enterprise value versus equity value is the difference between valuing the operating business and valuing the shareholder slice. Enterprise value is what it costs to buy the whole business, including the debt you inherit, net of cash you get. Equity value is what is left for shareholders after the enterprise claims are accounted for. It matters because deals are priced on enterprise...
CAPITAL STACK - Issue #6
CAPITAL STACK ISSUE #6 Hello, Welcome to this weeks edition of the CAPITAL STACK Newsletter. The Framework A placement is a fast equity raise where new shares are sold to a set of investors at a fixed price, usually before any broader retail offer. It is common when a company wants speed and certainty, and is willing to pay for it via a discount. It matters because placement pricing sets the new reference point for valuation, changes ownership concentration, and creates mechanical dilution...
CAPITAL STACK - Issue #5
CAPITAL STACK ISSUE #5 Hello, Welcome to this weeks edition of the CAPITAL STACK Newsletter. The Framework Sources and Uses and the one minute leverage check A Sources and Uses schedule is the simplest way to sanity check a transaction. It forces you to reconcile what you are buying and paying out (Uses) with how you are funding it (Sources). If the totals do not match, the deal model is wrong before you even debate assumptions. It also helps you separate a good asset from a fragile capital...
Each week, Capital Stack breaks down key Australian M&A, PE, and capital market activity; Early signals from restructures and capital transitions and one short opinion on a deal worth thinking about. Clear. Structured. Designed to help you understand why things matter.