Merger Viability & Cost Structure Review for NewCo

March 19, 2026 at 11:29 AM|66 min|JD BUSFIELD, James Adcock, Stefanie Bourne, Sean Griffin
Neutral

Bottom Line

The teams are analyzing the financial viability of merging two companies (Avon and SuperCo) into a new entity (NewCo). The current model shows the combined business would have no equity value and could quickly turn cash flow negative without significant cost reductions or capital restructuring.

Key Takeaways

Viability Concerns:: The current merger model shows NewCo would have no equity value and could turn cash flow negative with minor changes to reasonable assumptions like CapEx or revenue growth.

Cost Reduction Levers:: The primary areas identified to improve viability are reducing lease obligations, restructuring debt, and further cutting payroll, with leases and debt being the biggest remaining cost drivers after payroll reductions.

Asset & Business Unit Strategy:: Teams discussed potentially exiting non-core or unprofitable business lines (like bathrooms) and right-sizing the combined fleet of ~500 assets, but must avoid creating direct competitors in the process.

Model Refinement Needed:: There's a discrepancy in how CapEx is accounted for between the companies, requiring alignment to build a defensible operating model with a realistic "margin of safety."

Your Action Items
Share updated model with detailed revenue drivers (rate, utilization, asset count) and upside scenarios (e.g., live event expansion) to build a more tactical J-curve projection.
Other Action Items
Share a breakdown of 'other fixed expenses' and CapEx history/forecast (2022-2025), separating capitalized overhead from materials/labor, to align accounting methodologies and assess realistic future spend. — sean & ste
Provide a unit-level asset list (trucks, trailers) to explore options for disposition to pay down debt and improve the capital structure. — jd & J
Analyze the leased property footprint to define which properties are essential for NewCo Day 1 versus those that can be negotiated out of or consolidated (e.g., Cahuenga, Atlanta, Stage 5). — jd & ste
Refine the financial model to target a break-even cash flow to equity position using defensible, no-growth assumptions, incorporating the revised cost structure and aligned CapEx treatment. — jd & ste
Decisions
To regroup on Wednesday to review shared data and reassess the merger model's viability. — Speaker D (James)
Topics
Merger Viability Financial Modeling Cost Reduction Lease Obligations Debt Restructuring Asset Management CapEx Analysis Business Unit Strategy

Generated by Call Assistant