Module 1: Introduction

• What constitutes M&A?
• How M&A is different from Strategic Alliance
• Summary of M&A processes -identification, due diligence and acquisition, documentation, Integration

Module 2: Various Types of M&A and Strategic Reason for M&A

• Why do companies M&A?
• Strategic and Tactical Reasons for doing M&A
• Various Types of M&A
• Pitfalls and advantages for these Strategic decisions

Module 3: Success Factor and Parties involved in M&A Transactions

• Key Parties Involved
• Pre-requisites to an M&A
• Critical Success Factors and pitfalls to avoid

Module 4: Key Process involved in M&A

• Steps by Step Approach in M&A
• Why analyzes the Industry?
• How to identify the target companies and approach
• Various Criteria to be applied to the Target

Module 5: How to create a comprehensive model and analysis for M&A Transactions

• Build and Critical combined statements
• How to integrate the data of two companies and build the synergies of the combined entity
• Financial Analysis and Effects of M&A
• Calculation of Purchase Price Consideration and Goodwill
• Sources and Uses of Fund
• Shareholding and its impact due to dilution of shares

Module 6: Calculation and Analysis of EPS Accretion/Dilution

• Detailed EPS calculations, including the pitfalls to avoid
• EPS Accretion/Dilution calculation and analysis
• Analysis - Combined financial statement
• Analysis of Shares, convertibles, preference shares outstanding of the combined entity
• Exchange ratio calculation
• EPS Accretion/Dilution Analysis

Module 7: Valuation Model applied in M&A Transaction Valuation

• Valuation Methods and adjustment of various premiums and discounts
• Discounted Cash Flow Adjusting for Synergies
• Types of Sensitivity Analysis in the M&A valuation
• 1-D Sensitivity Analysis
• 2-D Sensitivity Analysis
• One Stage vs Multi-Stage Models

More Valuation >>>

Module 8: Managing Comparable Companies Analysis

• Process of valuation based on comparative multiples – Compilation, adjustments, and rationalization
• Characteristics of Multiples
• Comparable Companies Analysis Pros and Cons
• Enterprise value multiples – Equity value multiples
• Key issues and pitfalls
• Application of control or leadership premium, synergies, cash flows, illiquidity and minority discounts, etc

Module 9: Managing Comparable Companies Analysis

• Key Challenges applying Precedent Transaction Method
• Precedent Transactions Analysis vs Trading Comps
• Pros and Cons
• Process/Steps of valuation based Precedent Transactions Analysis
• Critical adjustments in the compilation and analyzing precedent transactions

Module 10: How to identify and analyze the Synergies in M&A

• Various types and their impact
• Cost Synergies
• Revenue Synergies
• Critical Success Factors and pitfalls to avoid

Module 11: Due Diligence

• Why do Due Diligence?
• Various types of Due-diligence
• How to prepare a company for due diligence
• Creating a due diligence plan in line with the rationale
• Balancing the role of internal and external service providers
• How to resolve post due to diligence observations

More Due Diligence >>>

Module 12: Deal Structuring and Negotiation and Closure

• Keys terms and their impact on M&A business
• How to negotiate effective terms sheets
• Key points to focus on while negotiating SPA/SHA
• Key Structure used in M&A Transactions

Module 13: Post-Merger Integration

• Why do M&A deals fail?
• Risks and its mitigation in M&A
• Key issues like Attrition, KMPs Retention Mechanism etc
• Financial Implications of Firing KMPs
• Management of hierarchal differences and cultural differences