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Interview03

Valuation questions

13 min read

Read firstBuilding a DCF. Valuation without accounting is memorization.

Same format as the accounting questions: the question, the answer, and the follow-up that is the real test.

The methods

What are the three main valuation methodologies?

Discounted cash flow, which values the business on the cash it will produce. Trading comparables, which price it against what similar public companies trade at. Precedent transactions, which price it against what acquirers actually paid.

The first is intrinsic and the other two are relative. A fourth, the LBO analysis, is really a floor: the price a financial buyer could pay and still hit their return target.

Then they ask

Which gives the highest value?

Usually precedent transactions, because they include a control premium of 20% to 40%. But it depends entirely on the assumptions: a DCF with an aggressive terminal growth rate beats anything. The honest answer names the mechanism rather than picking a method.

Walk me through a DCF.

Project unlevered free cash flow for five to ten years: revenue, operating margin, tax on EBIT, add back D&A, subtract capex and the increase in working capital.

Discount each year at WACC, saying whether you use the mid-year convention. Calculate a terminal value, either by growing the final year forever or by applying an exit multiple, and discount it back the full number of years.

Sum for enterprise value, subtract net debt and other claims for equity value, divide by diluted shares.

Then they ask

What is the terminal value as a share of the total, and does that bother you?

Typically 60% to 80%, and yes. It means the explicit forecast is doing a minority of the work. The response is to report a range across terminal assumptions and to cross-check the implied exit multiple against what comparable companies actually trade at.

The bridge

What is the difference between enterprise value and equity value?

Equity value is what the shares are worth. Enterprise value is what the operations are worth, independent of how they were funded.

Enterprise value equals market cap plus debt minus cash, plus minority interest and preferred stock. Debt is added because buying the equity means inheriting it; cash is subtracted because an acquirer would use it to retire debt on day one.

Then they ask

Why does that distinction matter for multiples?

Because the numerator and denominator have to belong to the same claimants. EBITDA is before interest, so it belongs to lenders and shareholders together and pairs with enterprise value. Net income is after interest, so it pairs with equity value. Market cap divided by EBITDA is a mistake.

Why does interest expense not appear in unlevered free cash flow?

Because unlevered free cash flow is what the business generates for everyone who funded it, before any of them is paid. Deducting interest pays one group before measuring what belongs to all of them.

The cost of debt is already inside WACC, and the tax benefit shows up there as the after-tax cost of debt. Deducting interest and discounting at WACC counts it twice.

Then they ask

So what would you pair with levered free cash flow?

Cost of equity, not WACC, and it produces equity value directly with no bridge. Mixing levered cash flow with WACC is the most common valuation error there is.

Cost of capital

How do you calculate WACC?

Weight the cost of equity and the after-tax cost of debt by their market values. Cost of equity comes from CAPM: risk-free rate plus beta times the equity risk premium.

Cost of debt is the yield the company's bonds trade at today, not the coupon on debt issued years ago, multiplied by one minus the tax rate.

Then they ask

Where does the beta come from?

Take a set of comparable companies, unlever each one's observed beta to strip out its capital structure, take the median, and relever at the target's own debt to equity. Using a single company's raw beta is noisy, and useless if the capital structure is about to change.

Which is riskier, debt or equity, and what does that do to cost of capital?

Equity, because it is last in line and its return is not contractual. So the cost of equity is always above the cost of debt.

Adding debt lowers WACC initially, because debt is cheaper and interest is deductible. Beyond a point the rising probability of distress raises both costs and WACC turns back up.

Then they ask

So why does the cost of equity rise as you add debt?

Because more of the cash flow is committed to fixed payments, so what is left for shareholders is more variable. That variability is risk, and it shows up as a higher levered beta.

Comps and multiples

How do you pick a comp set?

Business model first, then size, then geography, then growth and margin profile. Industry codes are a starting point rather than an answer.

The test is whether an investor choosing between the two would treat them as alternatives.

Then they ask

What if there are only three good comps?

Use three and say so. Padding the set with companies you know do not belong is worse, because one badly chosen name can move a median enough to change the conclusion, and nobody reading the output can see the judgment that put it there.

When would you use EV/Revenue instead of EV/EBITDA?

When EBITDA is negative or too volatile to compare, which is common for early-stage or cyclical businesses at the bottom of a cycle.

It only means something across companies with similar margins, because it is silent on whether the revenue is profitable.

Then they ask

What is the weakness of EV/EBITDA itself?

It treats capital intensity as free. A retailer that must spend billions on stores and an asset-light distributor with the same EBITDA convert very different amounts of it to cash. EV/EBIT is often the better multiple for capital-heavy businesses.

The ones people get right and then fail

Why can a company with negative net income have a positive enterprise value?

Because enterprise value is about the operations and the future, not this year's bottom line. A company can be loss-making after interest and depreciation and still generate operating cash.

It can also be worth something for its assets, its market position, or a business that becomes profitable at scale.

Then they ask

Can enterprise value be negative?

Yes, if cash exceeds market cap plus debt. It happens occasionally with cash-rich companies the market has given up on, and it means the market is valuing the operations at less than nothing. Usually that is a signal about expected cash burn rather than a free lunch.

A company announces a large buyback. What happens to enterprise value?

Roughly nothing. Cash falls and market cap falls by about the same amount, so enterprise value is broadly unchanged. The operations did not change.

Equity value per share may rise, because the same earnings are spread across fewer shares.

Then they ask

What if it is funded by new debt?

Still roughly no change to enterprise value: debt rises, market cap falls, and the two offset in the bridge. What changes is risk. The equity is now more levered, so the cost of equity rises even though nothing about the business is different.

Test yourself

01Two companies have identical EBITDA and different debt. Which has the higher P/E?

The levered one, usually, because interest reduces net income proportionally more than debt reduces market cap. This is exactly why P/E is a poor comparison tool across different capital structures and why EV/EBITDA is the default. The follow-up is when P/E is still the right multiple, and the answer is for banks and insurers, where enterprise value has no clean meaning.

02Your DCF and your comps disagree by 40%. What do you say?

That one of three things is true: the market disagrees with my forecast, the comp set is not comparable, or I have made an error. Work out which before picking a number. Then put both ranges on a football field, weight the method you trust more, and say why. Averaging them is the one answer that is definitely wrong.

Every figure in this lesson that names a company comes from Target Corporation's Form 10-K for Fiscal 2025, the year ended 2026-01-31, filed 2026-03-11. Educational material, not investment advice.