These are the questions that actually get asked — not the ones finance prep companies pad their question banks with. Each answer is written to pass a Goldman Sachs or Evercore interview, not just to sound technically correct.
Accounting & Financial Statements
Q: Walk me through the three financial statements.
The income statement shows revenue, expenses, and net income over a period. The balance sheet shows assets, liabilities, and equity at a point in time. The cash flow statement reconciles net income to actual cash — starting with net income, adding back non-cash items like D&A, adjusting for working capital changes, then showing investing and financing activities. They're linked: net income from the income statement feeds into retained earnings on the balance sheet and is the starting point of the cash flow statement.
Q: If net income increases by $100, what happens to the three statements?
Income statement: net income goes up $100. Cash flow statement: net income as the top line goes up $100. Balance sheet: cash increases by $100 (assuming cash tax impact), and retained earnings increases by $100 on the equity side, keeping it balanced. In a real scenario you'd also factor in the tax impact on cash, but in an interview the simplified answer is: cash and retained earnings both up $100.
Q: What is working capital and why does it matter?
Working capital is current assets minus current liabilities — the short-term liquidity a business needs to operate. It matters in M&A because you typically deliver a business with a "normalized" level of working capital. If the seller leaves the business cash-light or inventory-heavy at close, there's a working capital adjustment. In DCF models, changes in working capital affect cash flow: if receivables increase, you're owed money you haven't collected, so it's a use of cash.
Q: How does depreciation affect the three statements?
Income statement: D&A reduces EBIT and therefore net income. Cash flow statement: because D&A is non-cash, you add it back in operating activities. Net effect on cash from D&A alone is a tax shield — you paid less in taxes because EBIT was lower. Balance sheet: PP&E decreases by the depreciation amount; accumulated depreciation increases. The cash savings from the tax shield goes into retained earnings (via net income) and cash.
Valuation
Q: What are the three main valuation methodologies?
DCF (intrinsic value based on projected free cash flows discounted at WACC), comparable company analysis (market multiples of similar public companies — EV/EBITDA, P/E, EV/Revenue), and precedent transactions (multiples paid in prior M&A deals for similar companies — usually at a premium to comps because of control premium). In practice, you triangulate across all three and present a football field chart showing the range of values.
Q: Walk me through a DCF.
Project free cash flow (EBIT × (1 - tax rate) + D&A - capex - change in working capital) for 5–10 years. Calculate WACC using CAPM for cost of equity and after-tax cost of debt, weighted by capital structure. Calculate a terminal value using either a Gordon Growth Model (FCF × (1+g) / (WACC - g)) or an exit multiple (EV/EBITDA applied to year 10 EBITDA). Discount all cash flows and terminal value back to present. Sum them to get enterprise value. Subtract net debt to get equity value, divide by shares to get price per share.
Q: What is WACC and how do you calculate it?
Weighted Average Cost of Capital — the blended required return across all capital providers, weighted by their proportion of the capital structure. Formula: WACC = (E/V × Re) + (D/V × Rd × (1-T)). Cost of equity (Re) comes from CAPM: Risk-free rate + Beta × Equity risk premium. Cost of debt is the yield on the company's debt, tax-effected because interest is deductible. Use market values, not book values, for the weights.
Q: When would you use an EV/Revenue multiple vs EV/EBITDA?
EV/Revenue is used when the company has negative or minimal EBITDA — early-stage SaaS, high-growth companies burning cash, or turnaround situations. EV/EBITDA is the standard for mature, profitable businesses because it normalizes for differences in capital structure and depreciation policy. For capital-intensive businesses (utilities, industrials), EV/EBIT or EV/EBITDA-capex may be more appropriate because capex isn't captured in EBITDA.
M&A
Q: Walk me through an M&A deal from start to finish.
Strategic rationale and mandate: board approves pursuing M&A; hires an investment bank. Identify targets. Sign NDA, share CIM (confidential information memorandum). Management presentations. Due diligence (financial, legal, tax, commercial). Indicative bid → final bid. Negotiate definitive agreement (purchase agreement, reps & warranties). Regulatory approvals (HSR, CFIUS if needed). Close. Integration.
Q: What is an accretion/dilution analysis?
It tells you whether an acquisition increases (accretive) or decreases (dilutive) the acquirer's EPS. You combine the target's earnings into the acquirer's, accounting for: deal financing (cash uses interest income, debt adds interest expense, stock adds shares), synergies, and amortization of intangibles created in purchase price allocation. If pro forma EPS > standalone EPS, the deal is accretive. Most strategic acquirers target accretion within 1–2 years.
Q: What is a purchase price allocation?
When you acquire a company, GAAP requires you to allocate the purchase price to the fair value of acquired assets and liabilities. The excess of purchase price over fair value of net assets is goodwill. Identifiable intangibles (customer relationships, IP, trade names) are also recorded at fair value and amortized over their useful lives. This amortization hits earnings post-close, which is why you add it back when calculating "cash EPS" or "adjusted EPS."
Q: What drives a deal being structured as asset purchase vs stock purchase?
Buyers prefer asset deals: they get a step-up in tax basis, avoid inheriting unknown liabilities, and can cherry-pick specific assets. Sellers prefer stock deals: capital gains treatment on the sale, no double taxation (in a C-corp structure), and cleaner transfer of contracts. Most large public company deals are stock acquisitions because asset deals are complex and sellers resist them. Private deals have more variability.
LBO
Q: Walk me through an LBO.
A private equity firm acquires a company using mostly debt. Typical structure: 60-70% debt, 30-40% equity. The company's cash flows service the debt over the hold period (3-7 years). Value creation comes from: EBITDA growth (organic + add-ons), multiple expansion (buying at 8x, selling at 10x), and debt paydown (reducing leverage increases equity value). At exit, you calculate the PE firm's return: IRR and MOIC (multiple of invested capital).
Q: What makes a good LBO candidate?
Strong, predictable free cash flow (to service debt), stable or growing EBITDA with defensible margins, limited capex requirements, a strong management team, identifiable operational improvements, a clear exit path, and a purchase price at a reasonable multiple. Classic examples: mature consumer brands, software companies with recurring revenue, healthcare services businesses with stable reimbursement.
Q: How do you calculate IRR in an LBO?
IRR is the discount rate that makes the NPV of all cash flows zero. In an LBO: you invest equity at time 0 (negative cash flow), receive proceeds at exit (positive cash flow). If you invest $100M and receive $300M in 5 years, your MOIC is 3.0x. IRR ≈ 25% (rule of thumb: 2x in 5 years ≈ 15% IRR; 3x in 5 years ≈ 25%; 2x in 3 years ≈ 26%). In practice, use Excel's IRR function with a cash flow timeline.
Behavioral
Q: Why investment banking?
The answer needs to be specific and show genuine interest in the work — not just "the money." Strong answers reference: exposure to complex transactions, the breadth of industries and companies you'll work across, the analytical rigor, and a specific experience that sparked the interest (a deal you followed, a class, a project). Avoid: "I want to learn about finance" or "the exit opportunities." Those are honest but sound like you're using IB as a stepping stone, not actually interested in the work.
Q: Tell me about a time you worked on a team under pressure.
Use a specific example with stakes: a deadline, a difficult situation, a conflict that had to be resolved. Structure it as: situation → what your role was specifically → what you did → the result. Don't say "we" — say "I." Interviewers want to know what you personally contributed, not what the group did. The "pressure" element should be real — a tight timeline, conflicting priorities, or a difficult team dynamic you navigated.
Q: Where do you see yourself in 5 years?
IB analysts typically exit to PE, VC, corp dev, or graduate school after 2-3 years. It's fine to say you want to do the analyst program, learn as much as possible, and evaluate options from there. What you want to avoid: saying you'll definitely leave for PE (sounds like you're not committed to the role) or saying you want to be a Managing Director in 5 years (unrealistic and shows you don't understand the career path). Safe answer: "I'm focused on developing the skills to be excellent at this job and will let the options emerge from there."
Q: What's a recent deal that you found interesting?
Pick a real deal from the past 6-12 months. Know: the buyer and seller, the strategic rationale, the price and multiple (if public), and your view on whether it was a good deal. Have an opinion — don't just summarize what you read. Bonus points if it's relevant to the group you're interviewing with. For a TMT group: a tech acquisition. For healthcare: a pharma deal. Show that you actually follow M&A, not just that you Googled a deal that morning.
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