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M&A workspace

How-to + ExplanationDocuments: M&A workspace

Two filed positions combined under stated assumptions, a buyer seat and a seller seat, deposit-market overlap and structural precedents. Never a pricing comp.

The M&A workspace adds two filed call reports together under assumptions you state, and shows you what that arithmetic can and cannot produce. It is a structural read, not a valuation. Institutional and above

Two seats, one page

Both parties are explicit parameters on the link — neither is inferred from who you are. The seat control switches between them:

  • Acquirer — the combined position, the deal-terms layer, sensitivity, and structural precedents.
  • Target — your record, from the other side — the same filed facts, regrouped as what the other party can already see about you. Deal terms and sensitivity are structurally absent here, not hidden: the seller seat never fetches them.

The seller seat is the more unusual one and the more useful. It shows the questions your own filed record generates, phrased as they would ask for — which is a rehearsal you can do before anyone asks.

The four states a combined figure can be in

The measure table lists every measure, including the ones the engine cannot combine, because a table that silently omits its own limits teaches you it has none. Each figure carries one of four states:

  • Combined — the arithmetic held and the figure is shown.
  • Withheld until deal terms — computable, but only once you supply an assumption. Capital ratios sit here by design.
  • Not combinable — the measure has no honest combined form from two filings.
  • Not computable — an input was missing. A quarter mismatch between the two parties withholds every figure rather than mixing periods.

Open any figure and you get the recombination formula, both parties' inputs with their MDRM codes, the steps, and a block saying what the figure cannot see.

Your assumptions stay yours

The deal-terms layer takes three inputs — total consideration, the cash share of it, and a credit mark. They are computed in your browser. They are never transmitted and never stored. Every figure derived from them is tagged as depending on your inputs, and each row is marked as user input, filed or derived, with the filed sum before terms shown alongside so you can always see what you added.

The sensitivity table varies one assumption down the rows and holds the other two. It says plainly that there is no distribution behind it, no random draw, and no curve fitted through the rows — it is the same arithmetic run several times.

Structural precedents — and why they are not comps

Structural precedents are real combinations from the regulatory structure record whose pre-event filed profiles share declared classes with your pairing: relative scale, size, concentration class, and the geographic relation of head offices. Matching is on named classes. There is no similarity index and no ranking formula; the only aggregate is a count of matched axes.

The census comes before the rows — how many events are in the universe, how many were unreadable, how many matched, how many are shown, and which were excluded and why. An empty set is a fact about the record, not a failure of the read.

What is structurally absent: any price. The source has no amount, no consideration mix, no exchange ratio and no terms, so nothing here can be a pricing comparison. A vocabulary guard enforces this over every string the surface can render — the language of deal pricing and the language of advice both fail the build rather than reaching a screen.

What the caveat block says, and why it is never collapsed

Four headings sit above everything on the acquirer seat and cannot be dismissed: what this is, what this is not, what it never does, and your inputs. In short: two call reports added together. No purchase accounting, no acquisition-date marks, no core deposit intangible, no divestitures, no attrition, no cost savings, no tax effect.

This surface computes. It does not advise.

Finding a target rather than combining a known one

The workspace assumes you already have two institutions in mind. When you do not, Source targets with the screener hands you to the complementary screen with your own subject carried through — it starts from your reported position and returns the other side of it — and any candidate there comes straight back here as a pro forma pair. The link back to the workspace renders on the screener while you are on that trip.

The two stay separate surfaces on purpose. Most screening has nothing to do with a transaction: it feeds groups, comparison and the diligence read. What wave 22 added is the route between them, not a merger of the two.

Related surfaces

A pairing usually starts in the Screener's complementary mode, which hands the two certs straight to this workspace. Deposit- market overlap between two institutions is read there, in the branch-footprint pairing, using the same Summary of Deposits data that populates a geographic group.