EBITDA is meant to approximate operating performance.

But now, it’s more of a marketing tool.

As low rates fueled a deal boom, lenders competed aggressively to win mandates.

In turn, borrowers extracted looser credit documents including broader addbacks.

Today, 5.0x leverage means something very different than it did a decade ago.

Read the full breakdown below.

The EBITDA Miss

In late April, S&P released a jarring report on company performance following M&A and LBO transactions.

The research found that 92% of companies underperform EBITDA projections in Year 1 following the deal.

Most notably, the gap between PE owned and non-PE owned companies was stark.

Underperformance in PE deals, measured by the miss on projected leverage, was ~75% higher than non-PE ones.

The main driver is increasingly aggressive addbacks, which have become standard practice in PE.

The Addback Creep

One of the most consequential areas in a credit agreement is the definition of EBITDA.

Credit documents allow borrowers to addback certain items when calculating the figure, like nonrecurring items, restructuring costs, and cost savings and synergies.

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