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Advancing the Business Valuation & Financial Forensics Disciplines

Advanced Mergers and Acquisitions Workshop
Co-Sponsored by the Middle Market Investment Banking Association and the Alliance of Merger & Acquisition Advisors®

This course builds on the knowledge and strategies presented in the basic Mergers and Acquisitions Workshop offered by the Middle Market Investment Banking Association (MMIBA).  It has been designed to provide attendees with an in-depth view of important aspects in middle market mergers and acquisitions through a combination of class presentations, attendee discussions, and case studies.  The three-day Advanced Mergers and Acquisitions Workshop program focuses on providing a hands-on approach to the analysis and implementation of the foremost strategies used by middle market investment bankers in the areas of capital formation, leveraged buyouts, deal structuring, post-merger integration, and corporate restructurings.
Day 1: Raising Private Equity and Engineering an Exit
Part 1: Raising Private Equity
The process of raising capital from institutional sources requires that advisors properly match the appropriate sources of capital to the current and prospective needs of their client and know how to negotiate the various terms and conditions that each type of investor will demand.  Additionally, given that a company is likely to undergo several rounds of financing, each round must be structured and negotiated in a manner that will prevent complications during later rounds.  This session explores the requirements of raising equity capital and subordinated debt financing at different stages and discusses how to negotiate the most critical aspects of each type of financing.

Learning Objectives:
After completing this course, attendees will be able to:

  • Identify the most suitable funding sources and strategies available to middle market business
  • Compare and contrast the characteristics of equity capital and subordinated debt financings and discuss their appropriateness
  • Identify the key terms and conditions contained in term sheets associated with each type of financing and know how to negotiate them

Part 2: Engineering an Exit
The acquisition of a company or a division sometimes requires substantial leverage to make the transaction possible.  But leverage is a double-edge sword.  On one hand it can potentially increase return on equity, but, on the other, it can lead a company to bankruptcy.  This session provides an overview of leveraged buyouts and the different modalities available to implement them.  Also, it explores the ideal characteristics of candidates for these types of transactions and illustrates some of the leverage techniques through case studies.

Learning Objectives:
After completing this course, attendees will be able to:

  • Identify the characteristics of the best candidates for a leveraged buyout
  • Distinguish among the different types of leveraged buyouts such as management buyouts, recapitalizations and employee stock ownership plans (ESOPs)
  • Recognize the different steps in the leveraged buyout process and identify the potential obstacles in engineering a leveraged transaction


Day 2: Deal Structuring and Key M&A Documents
Part 1: Deal Structuring
How an M&A transaction is structured determines how likely it is that the deal will be completed and whether or not the parties will ultimately achieve their stated objectives.  In this session, attendees will explore in detail the components, strategies and consequences of tax and financial structuring in M&A transactions.  Issues such as purchase price, forms of consideration, and price allocation are also discussed and analyzed to provide a comprehensive view of how M&A deals come together.

Learning Objectives:
After completing this course, attendees will be able to:

  • Identify the four main components of the purchase price package
  • Compare and contrast the strategic issues associated with stock and assets transactions from the point of view of buyers and sellers
  • Articulate the potential implications of the various forms of tax and financial structuring in M&A transactions

Part 2: Key M&A Documents
This session presents an in-depth view of the main elements, intended use, and negotiation strategies associated with the key documents in an M&A transaction.  Documents to be discussed include the Non-Disclosure Agreement, Financial Services Agreement, Confidential Information Memorandum, Letter of Intent, and Definitive Purchase Agreement.

Learning Objectives:
After completing this course, attendees will be able to:

  • Define the key elements in each of the main M&A documents
  • Recommend appropriate negotiation strategies for the main clauses
  • Compare and contrast buyer-friendly v. seller-friendly variations in each of the main M&A documents


Day 3: Restructurings & Turnarounds, Post-Merger Integration
Part 1: Restructurings & Turnarounds
A company experiencing financial distress goes through distinct stages, each one requiring a specific action plan to turn the situation around and restore normal operations.  This session explores the different stages of company distress, their probable causes, and alternative actions to deal with each situation.  Also, it provides attendees with the steps involved in planning a restructuring engagement and the strategies used in implementing a crisis stabilization and turnaround program.

Learning Objectives:
After completing this course, attendees will be able to:

  • Identify the different stages of financial distress in a company, diagnose probable causes, and recommend a course of action
  • Evaluate the financial health of clients’ businesses and recommend operating plans leading to the stabilization and improvement of their liquidity and financial condition
  • Recommend appropriate actions to implement a crisis stabilization and funding program as well as a turnaround plan

Part 2: Post-Merger Integration
Many M&A transactions that initially show substantial synergies end up producing disappointing results due to poor integration planning.  This session provides attendees with an overview of the integration process, the risks involved, and how to plan the integration process.  In addition, it explores some of the best practices in this area to ensure the proper execution of an integration plan that will promote growth and increase certainty in the realization of synergies.

Learning Objectives:
After completing this course, attendees will be able to:

  • Identify the main elements of a post-merger integration plan
  • Assess potential integration risks to uncover potential problems and opportunities in M&A acquisitions
  • Assist clients with the formulation of integration plans for acquired companies aimed at minimizing value erosion and improving value realization
  • Identify the critical success factors in designing and implementing post-merger integration plans


Who Should Attend
This workshop is appropriate for seasoned professionals within organizations as well as others with specialized knowledge in a subject area: CPAs, merger and acquisition consultants, investment and financial analysts, investment bankers, financial officers, CEOs, and CFOs.
Faculty
The Advanced Mergers and Acquisitions Workshop is developed and taught by Enrique C. Brito, MBA, CFA, AVA, CM&AA, CMAP.
Where and When



Dates



Location

Early Registration
Discounts and Deadlines
10% 5%
October 21–23, 2014 New Orleans, LA 8/31/14 9/30/14
December 9–11, 2014 San Diego, CA 10/31/14 11/30/14

Click here for a list of hotel locations, room rates and reservation information.

Pricing
Pricing (Before Early Registration Discount) Non-Member Member
Three-day Workshop $1,950 $1,755
Individual Days $650 $585

 
Register Now
To register: print, complete, and mail or fax (801-486-7500) the Registration Form to the Consultants’ Training Institute (c/o NACVA); or complete the Registration Form and e-mail to info@theCTI.com; or call Member Services: (800) 677-2009. Click here for the Registration Form.
Cancellation Policy
There is no charge to reschedule your training. Cancellations received in writing two weeks prior to the first day of the seminar will be eligible for a prompt refund. A $100 administration fee will be charged for three or more days’ registration at a Consultants’ Training Institute and $50 for all other seminar registrations. If requesting a “refund,” any credit vouchers and or Pacesetter Points® applied to the original purchase will be forfeited. Cancellations received less than two weeks prior to the first day of the scheduled event (and no-shows) will be issued, upon request, a credit which may be used toward a Consultants’ Training Institute seminar, conference, self-study course, or product sold by NACVA. If requesting a “credit,” any credit vouchers and/or Pacesetter Points applied to the original purchase will be added back to the purchaser’s account for future use. There are no exceptions to this policy.

For information regarding administrative policies such as complaints and refunds, call our director of Member Services: (801) 486-0600.

Refund Policy for Airfare
CPE Hours
Delivery Method Group-Live
Program Level Advanced
Advanced Preparation None
Prerequisites Good knowledge of topic and experience in the field. Advanced level programs are often appropriate for seasoned professionals within organizations; however, they may also be beneficial for other professionals with specialized knowledge in a subject area.
Fields of Study Business Management and Organization 4
  Finance 9
  Management Advisory Services 2
  Specialized Knowledge and Applications 9
Total CPE Hours   24

For more information regarding CPE, Program Levels and Fields of Study please click here.

NASBA Sponsorship
The Consultants’ Training Institute (CTI) is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be submitted to the National Registry of CPE Sponsors through its website: www.learningmarket.org.
 



M&A Certification

Middle Market Investment Banking Association (MMIBA)



Mergers and Acquisitions Workshop

 

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