Day 1
IPO preparation and planning
· The decision to float
Exit strategies for existing shareholders
· Strategic considerations: float or sell?
· Evaluating the alternatives: the advantages and disadvantages
· Pre-conditions to a flotation: not all companies are suitable
· Selecting financial advisers
· The role of the analyst
· Financial requirements necessary to float
Case study: critical examination of possible flotation.
The due diligence process
· The objective of the due diligence exercise
· The long form report
· Legal due diligence
· Investigation of the suitability of directors
· Evaluating the competitive position
· Accounting policies and window dressing
Case study: due diligence issues in a pharmaceutical
Restructuring and prospectus issues
· Essential corporate restructuring steps pre- IPO
· Selecting the appropriate capital structure
· Organizing the issuer to provide the resources
· Timetable considerations
· Prospectus responsibility – whose?
· Listing requirements – selecting the right exchange for the flotation
Exercise: review of key documentation.
IPO documentation
· Senior vs. junior market (AIM vs. LSE)
· Documents needed
· Detailed timetable content
· Lock-up agreements
· American depositary receipts (ADRs and Global DRs)
· Prospectus responsibility – whose?
Exercise: review of key documentation.
Day 2
IPO valuation and marketing
IPO valuation
· Capital structure and its impact on value
· Weighted Average Cost of Capital (WACC)
· Valuation using WACC
· Capital Asset Pricing Model (CAPM)
Case study: computation of cost of equity, cost of debt, WACC, regarding Beta
Using WACC
· Preparing cash flows
· The forecast and terminal value periods
· Calculating cost of equity
· Calculating WACC
· Selecting Beta
Case study: computing WACC and adjusting for differences in gearing
IPO valuation based on WACC
· Growth rates in the terminal value period
· Common mistakes in WACC
· Forecasting reinvestment
· Return on invested capital
· Pre-IPO research
Case study: spin off valuation using WACC.
Multiple based valuation methodologies
· The Price Earnings Ratio (PER)
· Valuation using PER
· Comparable company analysis
· Theoretical background
· Strengths and weaknesses
· Alternative multiples
· Ratios based on Earnings Before Interest and Tax (EBIT)
Case study: IPO valuation using PERs and EBIT ratios.
Day 3
Marketing and underwriting the IPO
Valuation of special case companies
· Valuation of companies with sales but no profits
· Valuation of companies with no sales
· Valuation of mining companies
· Valuation of property companies
· IPOs
Exercise: participants value a series of nonstandard IPOs.
Accounting scams: investors beware!
· The nature of accounting - science or alchemy
· Manipulating the balance sheet
· Window dressing
· Off-balance sheet items and their significance
· Revenue recognition and how to make sales 'take-off'
· Maximizing profit by minimizing costs and expenses
· Fraud - can it be detected?
Case study: discussion of an SEC report into a fraudulent accounting scheme.
Marketing the IPO
· Book building / placing as an issue method
· Offers for sale as an issue method
· Introductions
· The role of the analyst
· Road shows and company visits
· Preparing the management
Case study: participants examine possible IPO candidate to highlight their investment strengths.
IPO underwriting
· Hard and soft underwriting
· The financial risk in underwriting
· Underwriting as an option
· Competition issues in fees charged
· Underwriting in public offers
Case study: review of the underwriting risk in a book built issue.
Day 4
Post IPO issues
IPO abuses in the TMT boom
· In-house financial analysis
· Third party research
· Bidding or indicating interest
· Aftermarket orders – a possible abuse
· Other abusive practices covered in the Global Settlement
New developments in IPO business
· Competitive underwriting – the London experience
· Beating the cartel: the open system
· Accelerated IPOs – an exit for private equity and other vendors
· Investment vehicles – now outlawed
Case study: participants examine abuses in the TMT boom
Case study: participants analyze the terms of sample offerings using these new techniques
Secondary offerings
· Pre-emption rights
· Underwriting
· Deeply discounted issues
· Timetable
· Other secondary offerings
· Accelerated book building
· Pricing
Case study: participants analyze the rights issue of major international companies
Using shares for acquisitions
· Computing the effects on financial statements
· Impact of financing methodology
· Bridging as an important option
· PER of cash / debt
· Assessing the effect of synergies
Case study: participants analyze the financing options for a major mining acquisition.
Course summary and close
20-22 Jun 2012 (Miami, United States)
17-19 Dec 2012 (Miami, United States)
20-22 Nov 2013 (Miami, United States)
The course begins by concentrating on spreadsheet best practice, auditing and the advanced use of Excel. These skills are then applied to the construction of financial, valuation and investment models. Delegates learn how to incorporate forecasting, optimization, risk assessment and sensitivity scenarios into these models. The course is taught using a step-by-step approach to enable delegates to construct financial models for a wide range of practical scenarios.
29 Oct 2012 - 1 Nov 2012 (New York, United States)
For purposes of this course, each of the four days is divided into two modules, resulting in a total of eight modules for the entire course. The outline presents teaching objectives, lectures and case work in each of the different modules.
17-19 Oct 2012 (New York, United States)
The aim of this course is to provide participants with exposure to leveraged and mezzanine financing techniques in the context of M&A and private equity structures.
17-19 Sep 2012 (New York, United States)
The aim of this course is to provide participants who already have some transaction experience with further exposure to M&A, company valuation and deal structuring and financing. You will also be introduced to international practice in executing mergers and acquisitions, including an appreciation of today's market practices and procedures including due diligence, accounting issues and valuation techniques.
10-12 Dec 2012 (New York, United States)
Advanced Corporate Finance Techniques explores the broad realm of complex financing tools available to corporate issuers. You will develop strategies used to create value-adding debt financing transactions, considering many of the latest debt financing alternatives available today.
10-13 Sep 2012 (Mexico City, Mexico)
Este programa de entrenamiento ha sido desarrollado por banqueros de inversión con más de 20 años de experiencia práctica en el mercado medio. El curso desarrolla y compara metódicamente ambos puntos de vista en la transacción con el fin de proveer a los participantes de una visión completa de los factores críticos en la operación de fusiones y adquisiciones en el ámbito real de transacciones de negocios. A lo largo del programa, los conceptos principales son enfatizados con el uso de ejemplos y casos de estudio con el propósito de analizar y mostrar la aplicación práctica de dichos conceptos.
9-12 Jul 2012 (Miami, United States)
5-7 Nov 2012 (New York, United States)
This three-day course has been designed to provide participants with an overview of the private equity industry and the investment process throughout the different stages of a company’s growth. It explains the investment process, objectives, financial instruments and negotiation options from the point of view of both the investor as well as the business owner.
10-12 Sep 2012 (New York, United States)
Real Estate Modeling is an intensive hands-on course that provides attendees with knowledge regarding both fundamental and challenging modeling issues in the real estate industry. Delegates will learn how to model mixed development projects, residential projects with multiple portfolios, cash flow waterfalls, and simulation of risk associated with different lease rolls. Sessions of the course will include effective presentation of model outputs and comprehensive scenario analysis. In addition, the program will enable delegates to develop their skills in a variety of modeling issues associated with setting-up inputs, working with flexible time periods and incorporating alternative financing structures.
22-24 Aug 2012 (Miami, United States)
With the financial world currently undergoing significant changes, one of the most important challenges in banking is to reinforce the syndicated loan function and to refresh techniques given the evolution of the syndicated loan market. This course enables you to ensure that your staff – whether bankers, lawyers or investment professionals – have the tools to cope with the new environment.
24-27 Jul 2012 (Miami, United States)
13-17 Aug 2012 (New York, United States)
13-16 Aug 2012 (New York, United States)
17 Aug 2012 (New York, United States)
Formal lecture sessions, innovative deals and numerous examples of projects in the oil and gas, power and water desalination sectors are drawn from around the world and discussed
throughout the course. You will develop a framework for recognising, and analysing qualitative and quantitative project risks. Formal lecture sessions, innovative deals and
numerous examples of projects in the oil and gas, power and water desalination sectors are drawn from around the world and discussed throughout the course. You will develop a framework for recognizing, and analyzing qualitative and quantitative project risks.
26-28 Nov 2012 (New York, United States)
This course is designed to increase participants’ understanding of the increasingly complex and sophisticated process of liquidity risk measurement and management exploring both its issues and challenges. The 2007- 2009 crisis has only accelerated the spread of “new” best practices. National and international regulators, including FSA and CEBS are adding more complexity.
All delegates will receive comprehensive course documentation for use before and during the program. This will enable you to return to your organization with an extensive and valuable source of information for future reference.”
24-27 Sep 2012 (New York, United States)
The objective of this Workshop is to provide the assisting delegates with the necessary tools, techniques and criteria in order to further develop the skills competencies, and knowledge that are essential in managing client relationships, investment risk, and communicating portfolio management solutions
12-14 Jun 2013 (Port of Spain, Trinidad and Tobago)
The course begins by concentrating on spreadsheet best practice, auditing and the advanced use of Excel. These skills are then applied to the construction of financial, valuation and investment models. Delegates learn how to incorporate forecasting, optimization, risk assessment and sensitivity scenarios into these models. The course is taught using a step-by-step approach to enable delegates to construct financial models for a wide range of practical scenarios.