Corporate Finance Transactions

£625.00 +VAT

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Corporate Finance Transactions Course Overview:

The participants are introduced to the main transactions in Corporate Finance: Mergers & Acquisitions (M&A), including buy-side and sell-side transactions, equity and debt financing and Leveraged Buy-Out (LBO). The steps in an M&A process are explained in detail alongside due diligence and synergies. Key metrics in M&A analysis, including accretion/dilution, pro forma leverage, synergies paid away are discussed based on real life case studies.

Participants then learn the key characteristics and players of an LBO and go through its financing structures.

This Corporate Finance Transactions course can also be presented in-house via live webinar.

Background of the Trainer:

The trainer has 15 years of experience in accounting and investment banking at leading firms and is an experienced financial trainer who has delivered courses for financial institutions in the City of London and around the world, in the areas of Corporate Finance, Valuation (Industrials and Banks), Financial Modelling, M&A, LBO, Financial Accounting, Capital Markets, Bank Regulatory Capital, Financial Risks, both in English and French.

Corporate Finance Transactions Course Content:

Section 1 – Corporate Finance Transactions

  • Review of main Corporate Finance transactions
    • Buy-side and Disposals
    • Fairness opinions
    • Leveraged Buy-Out (LBO)/Management Buy-Out (MBO)
    • Initial Public Offering (IPO) and secondary issuance
    • Debt financing
  • Advisers and their roles

Section 2 – Mergers & Acquisitions

  • M&A trends: volume, industries, actors in the US, Europe and China
  • Buy-side and sell-side
  • Type of transactions
    • Auction/Competitive process/Bilateral negotiation
  • Timetable and process
  • Due Diligence
    • Due diligence as deal breaker or deal adjusters
    • Private vs. listed companies
  • Synergies
    • Types of synergies: cost and revenues
    • Phasing and initial restructuring costs
  • Basic documentation review
    • Letter of intent
    • Key clauses of sale and purchase agreement

Case Study I: Participants analyse existing M&A transactions in the steel and industrial sectors

Section 3 – M&A Financial Analysis

  • Review of key financial metrics in M&A
    • EPS accretion/dilution
    • Ownership dilution
    • RoIC vs. WACC
    • Pro forma leverage
    • Net present value of synergies vs. control premium
  • Calculating goodwill
  • Dealing with fair value adjustments to the target’s net assets
  • Refinancing of target’s debt
  • Fees (advisory, debt-issuance and equity-issuance)
  • Identifying the maximum offer price and a suitable financing mix

Case Study II: Participants analyse the acquisition of a food manufacturer on Excel

Session 4 – Leveraged Buy-Out (LBO)

  • LBO trends: volume, industries, actors in the US, Europe and China
  • General overview of a levered transaction: basic principles
  • Drivers of value creation in a levered transaction
    • How leverage increases the return on equity
    • What makes a good LBO candidate
  • The concept of cash flow lending
    • The lender’s perspective: risk, return and exit routes
  • Structural subordination
  • Financial instruments used in levered transactions
    • Senior debt (revolving facility, term A, term B, term C)
    • Second lien
    • Mezzanine loans
    • High yield bonds and PIK notes
    • Preferred shares, shareholder loans, vendor loan notes

Case Study III: Participants perform the LBO of a cloud computing company

 

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04 June 2018, 15 October 2018