Thursday, November 7, 2013

Acquisition Finance - Training in Amsterdam!

We are approaching the next offering of our Acquisition Finance Course in Amsterdam and that also means approaching the deadline to sign up.   I thought I'd show last year's program to give an idea of our coverage.  This year's program will change to reflect current market conditions.  (One of the principal concepts we address in the program is the need to understand current market conditions.)  The basic content will remain the same, however, as will our approach: a highly interactive program combining theory and practice taught by an active researcher and an active practitioner.  We hope to see you there.
Joe and Ralph

Acquisition Finance - Overview of the Program
Day 1

Introduction to M&A Deal Design and Acquisition Finance
  • M&A strategy
  • Components of an M&A deal – where finance fits in optimizing M&A deal design
  • Current conditions and trends in acquisition finance
Valuing the Highly Levered Transaction
  • Techniques of valuing the target firm
  • How financing creates – or destroys – value
Non-investment Grade Leveraged Financing
Private Equity Requirements

Framework for Analysis: the "Whole Deal" Approach

Case Analyses: Participants analyze and structure deals to better understand the interplay of capital structure, cost of capital, market products and deal design

Day 2

Designing the Capital Structure
  • Identifying the range of financing alternatives
  • Choosing the right mix of financing
  • How lenders and investors look at the mix of debt and equity
Structuring the Financing
  • Designing the terms of financing instruments
  • Pricing the instruments
  • The syndicated loan market
    -  Covenant late
    -  Second lien
  • Developing the term sheet
  • Risk analysis
Fixing the Broken Deal
  • Decreasing senior debt
  • Adding a back ended T/L C held by the originating bank
  • Additional covenants
  • Increased pricing
Additional Case Analyses of the Dynamics of Acquisition Finance

Day 3

Acquisition Financing in the Context of Negotiations and Auctions
  • Acquisitions as bargaining outcomes; Behavioral finance
  • Varieties of auctions and the incentives they create
  • Hostile takeovers as settings for negotiations and auctions
How Financing Can Influence Outcomes in Negotiations and Auctions

Negotiating the Deal
  • Understanding the needs of the other party
  • The inter-related elements of deal design
  • Bargaining on many fronts
  • The ‘whole deal’ approach
Dealing with Risk in Acquisition Finance
  • Earnouts – a great technique for closing the deal
  • Toeholds
  • Collars
  • Termination Fees
Additional Case Analyses
Concluding Case in Deal Design

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