About Brian DeChesare
Brian DeChesare is the Founder of Mergers & Inquisitions and Breaking Into Wall Street. In his spare time, he enjoys lifting weights, running, traveling, obsessively watching TV shows, and defeating Sauron.
In corporate finance and valuation, tariffs increase the prices that companies pay for imported parts, materials, and supplies and make a “very negative” to a “close to neutral” impact on their profits and cash flows; they also tend to reduce companies’ values and make M&A deals more dilutive.
Tariff Model Definition: In corporate finance and valuation, tariffs increase the prices that companies pay for imported parts, materials, and supplies and make a “very negative” to a “close to neutral” impact on their profits and cash flows; they also tend to reduce companies’ values and make M&A deals more dilutive.
With all the recent headlines about the trade war between the U.S. and China (and seemingly every other country in the world) and the threat of tariffs everywhere, we thought it might be useful to look at their impact on financial models.
To be clear, this is not a policy statement or an article about politics.
As with any policy shift, tariffs will create winners and losers, and even though most companies will be worse off, you could argue that they will help workers, governments, and specific industries.
Here’s the short version of how tariffs affect financial models, valuations, and M&A deals:
Modeling the full complexity of tariffs is beyond the scope of this short tutorial, but we present below a few simple scenarios:
In this scenario, the company has little pricing power, so it absorbs the extra costs of tariffs and cannot pass on anything to its end customers.
If we assume a 20% increase in Cost of Goods Sold (COGS) per unit but no changes to Revenue or Operating Expenses, the impact might look like this:
The Gross Margin, Operating Margin, and EBITDA Margin all fall, but the impact is much worse than a straight 20% drop:
This outcome is most plausible in competitive markets with many substitutes where companies lack pricing power, and customers can easily switch to other vendors.
This is the “unicorn” scenario for companies: They pay extra for their imported parts and raw materials, but they pass along these extra costs 1:1 to the customers.
In this scenario, there is no impact because Revenue and COGS both increase by the same dollar amount, so Gross Profit, Operating Income, EBITDA, and Net Income all stay the same:
So, in theory, tariffs could be neutral to a company’s profitability, cash flows, and valuation…
…but in real life, this scenario is unrealistic because few companies can pass on price increases 1:1 to customers.
If they try to do this, their unit sales often fall because customers are unwilling or unable to buy as much, and the company may have to reverse course and reduce its prices, which hurts its margins.
That takes us to tariff model scenario #3, which covers this outcome: The company’s per-unit costs increase, it raises its per-unit prices, but it sells fewer units due to reduced customer demand.
Here’s what it looks like in Excel if we assume a 20% increase in COGS per unit, a full pass-through on the prices per unit, and a 20% decrease in unit sales:
In this scenario, the company might reverse its price increases or offer more incentives, such as discounts on long-term contracts or free bonuses.
Also, the company might attempt to cut its Operating Expenses by laying off employees or reducing outside contracts, rent, and other costs.
It would not work well in this case because this company (James Hardie Industries) has little OpEx – almost all its expenses are variable and show up in the COGS line.
In theory, a company might come out ahead if it can raise its prices without paying for additional COGS – or if it can raise its prices by more than the additional COGS while still selling the same number of units.
For example, if Companies A and B both import their raw materials and must pay a tariff on these imports, but Company C does not, something like this could play out:
However, this scenario is not especially likely because there are very few markets in which some companies import everything while others import nothing – it’s almost always a mix of both due to the complexity of global supply chains.
Therefore, the bottom line is that tariffs are negative for corporate profits and cash flows and, at best, potentially neutral.
In the long term, there could be even more of an impact if companies “re-shore” their sourcing and manufacturing.
This might result in higher CapEx – but its overall cost structure would be higher in that scenario since they would pay far more for labor and materials.
Assuming that both the Buyer and Seller in an M&A deal are subject to tariffs and treat it the same way – absorb the higher costs, pass on 100% of the additional costs, or pass on the costs but also sell less – the outcomes in M&A deals are as follows:
For reference, here’s the baseline EPS accretion/dilution for this $8.7 billion deal between James Hardie Industries in Australia and The AZEK Company in the U.S.:
These numbers are based on our revenue and expense forecasts for the companies, in line with the consensus view, and the likely impact of the additional Debt and Stock issued in the deal.
And here’s how the numbers change in the worst case and neutral case:
This analysis ignores the fact that the companies’ respective valuations might also change before the deal closes.
Depending on how the deal is structured, that could be very impactful because the number of shares issued could be fixed or linked to the acquirer’s share price, depending on the Exchange Ratio used.
Linking the Stock issued to the acquirer’s share price (i.e., a Floating Exchange Ratio) would make the numbers even worse by increasing the number of new shares required.
In this case, the Stock component in the deal is based on a Fixed Exchange Ratio, so this is not an issue, but it does create far more risk for the target company (AZEK).
Brian DeChesare is the Founder of Mergers & Inquisitions and Breaking Into Wall Street. In his spare time, he enjoys lifting weights, running, traveling, obsessively watching TV shows, and defeating Sauron.