Module 1:
Introduction to M&A
Review the key terminology of the M&A landscape and learn a five-point framework for remaining disciplined during the M&A process.
Module 2:
Strategic and Practical Considerations
Examine the six key topics to be addressed in the M&A process: strategic alternatives; screening candidates; valuation, synergies, and pro-forma analysis; interloper analysis; form of consideration; and tactical approach issues and Plan B.
Module 3:
Valuation
Explore the role that valuation plays in the M&A process and evaluate whether an M&A transaction will add value.
Module 4:
Deal Math
Review the most common 'deal math' calculations for an M&A transaction including: premium; fully diluted shares outstanding (FDSO); transaction values; transaction multiples; transaction exchange ratio and pro forma ownership (only in stock deals) and contribution analysis (only in stock deals).
Module 5:
Due Diligence
Explain the due diligence process–including financial, legal, and commercial–and its role in ensuring that both parties can protect their benefit of the bargain.
Module 6:
Merger Agreements and Sell-Side
Describe the principles and mechanics of deal documentation and learn about various transaction structures, including direct mergers, triangular mergers, consolidations, and asset sales.
Module 7:
Takeover Defense and Financial Perspectives
Discuss some key questions that both parties must address throughout the M&A process and some guidelines for friendly versus hostile deals. Gain insight into the roles of the involved stakeholders.
Module 8:
Final Project
The final project brings together all of the concepts taught in this program and consists of two parts. Part one includes general questions about merger agreements, valuation, and due diligence. Part two relates specifically to the Kenneth Cole Productions case and includes reference documents (e.g., Schedule 14A) and presentations from the financial advisor.
Module 1:
Introduction to M&A
Review the key terminology of the M&A landscape and learn a five-point framework for remaining disciplined during the M&A process.
Module 5:
Due Diligence
Explain the due diligence process–including financial, legal, and commercial–and its role in ensuring that both parties can protect their benefit of the bargain.
Module 2:
Strategic and Practical Considerations
Examine the six key topics to be addressed in the M&A process: strategic alternatives; screening candidates; valuation, synergies, and pro-forma analysis; interloper analysis; form of consideration; and tactical approach issues and Plan B.
Module 6:
Merger Agreements and Sell-Side
Describe the principles and mechanics of deal documentation and learn about various transaction structures, including direct mergers, triangular mergers, consolidations, and asset sales.
Module 3:
Valuation
Explore the role that valuation plays in the M&A process and evaluate whether an M&A transaction will add value.
Module 7:
Takeover Defense and Financial Perspectives
Discuss some key questions that both parties must address throughout the M&A process and some guidelines for friendly versus hostile deals. Gain insight into the roles of the involved stakeholders.
Module 4:
Deal Math
Review the most common 'deal math' calculations for an M&A transaction including: premium; fully diluted shares outstanding (FDSO); transaction values; transaction multiples; transaction exchange ratio and pro forma ownership (only in stock deals) and contribution analysis (only in stock deals).
Module 8:
Final Project
The final project brings together all of the concepts taught in this program and consists of two parts. Part one includes general questions about merger agreements, valuation, and due diligence. Part two relates specifically to the Kenneth Cole Productions case and includes reference documents (e.g., Schedule 14A) and presentations from the financial advisor.
