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Why do you add minority interest (noncontrolling interest) to enterprise value?

How to answer it in an investment banking interview: what is being tested, a step-by-step framework, a sample answer and the mistakes to avoid.

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What the interviewer is testing

Whether you understand consolidation accounting and the consistency principle behind valuation multiples, not just the formula.

Answer framework

  1. When a parent owns more than 50% of a subsidiary, it consolidates 100% of the subsidiary's revenue, EBITDA and assets.
  2. The portion it does not own is shown as noncontrolling interest.
  3. EV/EBITDA must match numerator and denominator: EBITDA includes 100% of the subsidiary, so EV must too.
  4. Adding noncontrolling interest captures the value belonging to the outside owners.
  5. Mirror case: equity-method investments (often 20-50% ownership) are subtracted, because their EBITDA is not consolidated.

Sample answer

It comes down to consolidation and consistency. If a company owns more than 50% of a subsidiary, say 70%, accounting rules require it to consolidate 100% of the subsidiary's revenue, EBITDA and balance sheet. The 30% owned by outside shareholders is shown as noncontrolling interest in equity, and their share of earnings is subtracted near the bottom of the income statement.

So the parent's reported EBITDA includes all of the subsidiary's EBITDA, including the 30% that belongs to someone else. The parent's market capitalization, though, only reflects the parent's own 70% stake. If I divided equity value plus debt minus cash by that EBITDA, the numerator would be too small for the denominator and the multiple would look artificially low. Adding noncontrolling interest puts the outside owners' 30% into EV, so both sides cover 100% of the subsidiary.

The mirror case is an equity-method investment, where the company owns a minority stake without control. Its revenue and EBITDA are not consolidated, only its share of net income, so I subtract the value of the investment from EV for the same reason.

Likely follow-ups

Should you use the book or market value of noncontrolling interest? Market value is better in theory, but book value is usually used because the subsidiary is rarely listed separately.

Common mistakes

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Related questions

Based on question #10 in the full question bank.