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How to Buy a Business

Learn about the key M&A issues involved in buying a business – and in making a success of the deal

FCA Compliant Complaints Handling Online Training

A half-day business buying course

Business Buying Masterclass: Why Buy a Business? Explore Rationales and Intent

  • Acquisitions in the corporate evolutionary cycle
  • Short, medium and long-term objectives
  • Transaction drivers
  • Types of acquisition
  • Clear objectives: The importance of being clear about what an acquisition is intended to achieve, strategically…
  • …and in terms of value creation
  • RoIC – WACC: a framework for measuring value creation

Should You Hire an Adviser?

  • What a good adviser can add
  • Questions to ‘test’ candidates

Acquisition Search/Target Screening – Principles

  • Clear basic parameters (e.g. size)
  • Defined objective (market, product etc)
  • Specific criteria
  • Letting the market know your parameters
  • Desk research - and what an adviser can add
  • Identifying key decision-makers
  • Case study: successful acquisition strategy – European to Global

Valuing the Target: Basics

  • Principles of valuation: assets, earnings, market
  • Why valuation tends to come back to EV: EBITDA
  • Understand where the target value is likely to lie – reference points/ comparables, etc
  • Buy-side focus: synergies and cost savings – EBITDA under new ownership
  • A sense-check: impact on multiples/ EPS

Tactics in an Auction Bid Process

  • How to ‘play well’
  • Working with limited information
  • Presenting your indicative offer
  • Approaches to a negotiation
  • Case study – how not to do it

 

Business Buying Masterclass: Making a Pre-Emptive Approach (Outside a Formal Process)

  • How to position a bilateral approach
  • Being fully prepared – questions and challenges to anticipate
  • Making the approach
  • Building credibility: key messages
  • Identify and address all stakeholders
  • Case study – successful engagement

Tax Structuring

  • Overview of key issues

Buying From an Administrator, or in a Distressed Situation – Special Characteristics and Due Diligence on the Buy Side

  • Managing your diligence process
  • Diligence on what? Areas which are often neglected or overlooked
  • Forward-looking diligence streams which add value – synergies, integration, operational
  • A framework for dealing with due diligence discoveries

Earn-Outs: Bridging Headline Differences on Value

Case studies/ discussion – lessons from deals that did not work out

Heads of Agreement and Exclusivity

  • What should go into Heads?
  • What exclusivity signifies – and what it takes to get there

Cash, Debt and Working Capital – Buyer Perspective on the Equity Bridge and Completion Mechanisms

  • Issues in defining cash and debt
  • Approaches to setting the working capital benchmark
  • When a locked box (seller-friendly) may be appropriate/ should be accepted

Legal Overview – What Buyers Should Look For

  • This business buying training session concludes with warranties – and their limitations (as a protection) and true utility
  • Disclosure letter – interaction with due diligence and deal terms
  • Buyer protection: Escrow, retention
  • When are indemnities appropriate
  • MAC protection

Our business buying course trainer has worked for over thirty years in corporate finance and equity capital markets, completing transactions for clients from over thirty countries in Europe, the Americas and Asia Pacific. Most recently, he spent twelve years with the corporate finance arm of a Big Four firm, specialising in mid-market M&A transactions, working with SMEs in the UK across a range of M&A deals.

With a solid and successful background in the financial services industry, our business buying masterclass leader is expertly qualified for delivery.

  • Business buying courses at Redcliffe Training build confidence to help create shareholder value through the pursuit of a successful M&A strategy.
  • Helps principals and their advisers appreciate the complex issues involved in acquiring a business, through a focus on risk and return, the acquisition process, investigation and valuing a target, and how to approach a target.
  • The content will allow practitioners with less experience to accelerate their learning of the buy-side role, through discussion of tradecraft, case studies and best practices.
  • How to buy a business training highlights risk and how to mitigate - buyers overpaying, or using inappropriate financing methods, can trigger the destruction of value and in some cases financial distress.
  • Whilst this is a course on transactions, it also introduces best practices regarding post-deal planning and how to help ensure the acquisition is successful.
  • Ultimately, it is a walk-through of every aspect of buying a business – a practical guide to identifying and successfully negotiating acquisitions.

  • Redcliffe’s business buying courses embrace both the theory and the practice of buying a business.
  • In terms of insight, it takes you through the whole process, from the search and the initial approach to closing a deal and the issues involved in finalising terms.
  • Best-practice tradecraft in all types of buy-side situations.
  • A full discussion of how to define success – and of risks which need to be addressed.
  • Become aware of the inclusion of where the value lies.
  • Understand the soft side of acquisitions and the interests of all stakeholders – how to make your bid the most attractive when buying an existing business.
  • The trainer has been involved in negotiating and closing M&A transactions for over 25 years.

Our How to Buy a Business course is a ‘must know’ for anyone likely to be involved in buying into a business as an adviser or principal, and wishing to build their understanding of how to succeed in acquiring businesses or to help buy a business, including:
  • M&A professionals in investment banks, boutique advisory businesses, and the corporate finance arms of accountancy firms.
  • Corporate business development teams, where acquisition is a key part of their strategy.
  • Owner-managers of successful businesses, considering expansion by acquisition.
  • Private equity professionals.

And a ‘nice to know for:
  • Legal and other advisers involved in the M&A process, seeking a better understanding of how principals and their financial advisers initiate deals and negotiate terms.

Our How to Buy a Business training course is especially beneficial to those with some experience of the acquisition process who want to accelerate their understanding of what drives successful deals as well as lessons in tradecraft and different ways to approach a potential target to buy the company.

Creating shareholder value through the pursuit of a successful M&A strategy is widely practised, but certainly not risk-free. Buyers overpaying or using inappropriate financing methods can destroy value and in some cases, trigger financial distress and the implosion of their own business.

Our course, therefore, starts with a focus on how to create value through M&A, with a simple framework for assessing acquisition opportunities. There is also a section on how to plan and make sure an acquisition is successful.

The course then covers tradecraft around approaching acquisition targets, whether through widely marketed processes or ‘off market’, with a focus on best practices in each case, and the importance of being a ‘good buyer’ in all circumstances. In addition, our course contains a valuation primer and guidance on final pricing.

How to Buy a Business is a practical guide to all aspects of the M&A process and will be useful to anyone on the buy-side process in M&A, whether as an adviser or client.
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