Module V· Consideration Mix & Earn-OutsAdvanced
Question

How do you model convertible securities as acquisition consideration?

Answer

Convertible consideration has debt-like and equity-like features. Model the fair value of the instrument as consideration at closing, then account for coupon, conversion terms, dilution, and fair-value changes depending on accounting classification. For A/D, show if-converted dilution, interest expense net of tax, and sensitivity to share price / conversion. In the EV bridge, assess whether the instrument is debt, equity, or mezzanine-like.