312-251-1301 info@cfachicago.org

Event Detail

Financial Modeling: M&A Deal Structuring and Merger Modeling Basics (Ended)

Date, Time, and Location:
Monday, June 27, 2011 (add this event to your Outlook Calendar)
9:00 am
The Standard Club, 320 S Plymouth Ct, Chicago, IL  60604   (Driving Directions)

Financial Modeling: M&A Deal Structuring and Merger Modeling Basics
Presented by David Kovacs, Principal and Lead Instructor - Wall Street Training

Date, Time, and Location:
Monday, June 27, 2011
9:00 am - 5:00 pm
The Standard Club - 320 S. Plymouth Court

Program Description:
This course focuses on the mergers and acquisitions process, the basics of deal structures, and covers the main tools and analyses that M&A investment bankers and acquirers utilize. Learn about common structural issues, crucial merger consequence analysis and structures and methodologies. Translate fundamentals into different modeling techniques, including the most basic and widely used back-of-the-envelope method, Accretion/Dilution, as well as a more robust combination analysis combining a Target and Acquiror's Income Statement. Learn how to sensitize basic deal structures and combination options.

Learning Objectives:

M&A Deal Structuring:

  • Review of various deal considerations and deal structuring options (cash vs. stock)
  • Common structural issues in a transaction (stock vs. asset, 338(h)(10) elections)
  • Buyer and seller preferences for various deal structures and rationale
  • Tax implications of transactions based on deal structure and FASB 142 goodwill amortization
  • Merger consequence analysis including accretion/dilution and financial implications of a deal
  • Analysis of break-even PE for both 100% stock and 100% cash considerations
  • Dive deep into merger accounting for your merger model including NOL treatment and FMV step-up

Accretion / Dilution Modeling:

  • Build dynamic merger consequence analysis (accretion/dilution) incorporating the following:
    • Synergies switch, cash vs. stock sensitivity
    • Amortization of goodwill switch (depending on purchase price allocation)
    • Common structural issues: Stock vs asset deals and 338 (h)(10) elections
    • Tax implications of transactions based on deal structure and FASB 142 goodwill amortization
    • Analysis of breakeven PE for both 100% stock and 100% cash considerations
    • Calculate pre-tax and after-tax synergies/cushion required to break even

Simple Merger Modeling:

  • Construct a merger model, simple combination of Income Statement for target and acquirer
    • Project simple stand-alone Income Statement for both target and acquirer
    • Analyze selected balance sheet figures and ratios and multiples
    • Estimate target valuation and deal structure
    • Calculate selected Pro Forma balance sheet items
    • Combine target and acquiror's Income Statement and estimated synergies
    • Calculate cash flow for debt repayments to estimate debt repayments and cash balances
    • Compute interest expense and interest income based on paydowns
    • Calculate accretion/dilution and credit ratios

Intermediate proficiency using Excel, a solid grasp of basic accounting fundamentals and an understanding of basic valuation techniques are required. To maximize the educational value of this program, we strongly recommend that you have a basic understanding of Excel and are familiar with its functions and features. Lack of basic Excel skills will impede your ability to effectively acquire and implement the techniques and shortcuts that are presented in this program.

Members - $495
Non-Members - $595
Student-Members - $125
(payable by cash, check or credit card; NO FUNCTION TICKETS)*

CFA Institute Qualified Activity:
Eligible for seven (7) credit hours

Business Casual

Chef's Choice (Vegetarian meal available upon request)

For Reservations:
Register online below, or by phone: 312-251-1301

8:30 am - 9:00 am: Registration
9:00 am - 5:00 pm: Seminar
Lunch will be provided

Required Materials:
Bring your PC laptop, Microsoft Excel, and a working USB port. Laptops will not be provided. Files will be copied using USB thumb drive. Please note that Macs with Excel 2008 may not be as effective, so we recommend bringing a PC or Mac with Windows/Excel installed.

Wall Street Training

David Kovacs
Principal and Lead Instructor - Wall Street Training

About Instructor:
Mr. Kovacs, Principal and Lead Instructor at Wall Street Training, specializes in investment banking, private equity, and venture capital with extensive experience in both mature and emerging markets. He focuses on a variety of industries and has analyzed hundreds of deals, executing both sell-side (M&A) and buy-side (PE & VC) engagements. Mr. Kovacs has held positions at Hinduja Group, one of the largest diversified groups in the world with over $50 billion under management; Samarian Partners, a venture capital firm focusing on real estate, entertainment, energy, and healthcare; Blackstone's Private Equity Division; and at Citigroup's Investment Banking Division. He earned a Bachelor's degree in Economics and Finance at the College of Staten Island (CUNY).

About Wall St. Training:
Wall St. Training provides professional financial training solutions to Wall Street through hands-on classroom training and customized corporate training programs for financial analysis which take a hands-on, interactive, practical, non-theoretical approach. Wall Street Training's clients include Bank of America/Merrill Lynch, Credit Suisse, Citigroup, Deutsche Bank, Fidelity, GE, Goldman Sachs, JPMorgan, Morgan Stanley, TPG, and many others. For more information: www.wallst-training.com and www.wstselfstudy.com.

*Special Notes Regarding Fees:
Student rate only available to students approved as a Student-Member of CFA Chicago for 2010-2011. Credit card is required to guarantee ALL reservations except for ONLINE reservations using FUNCTION TICKETS. No day-of-event pre-registrations accepted (on-site only, if applicable and space available). NO FUNCTION TICKETS accepted for this event. There is a $5 surcharge for walk-ins. Visa, MasterCard, American Express, Discover and Diners Club are accepted. Cancellations accepted until 5:00 pm, June 22, 2011.

A Passport Event This is a "Passport Program." Members of any local CFA society may attend at the CFA Chicago member rate. If you are only a member of CFA Institute, you do not qualify for the society member rate.

This program qualifies for credit under the guidelines for the CFA Institute Continuing Education Program. Please click here if you would like more information.

Content shared during CFA Society Chicago programs is not, and nothing in it should be construed as, an offer, invitation or recommendation of any specific financial services company or professional, or an offer, invitation or recommendation to sell, or a solicitation of an offer to buy, any securities in any jurisdiction. By registering for and attending this event, you acknowledge that any photographs that may be taken are the property of CFA Society Chicago and give your consent to their use in CFA Society Chicago's online and print business communications and marketing.