Mergers & Acquisitions

Euromoney Learning Solutions

How long?

  • 2 days
  • in person

What are the topics?

Euromoney Learning Solutions


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Who should attend

  • Directors & Board Members
  • Audit Committee members
  • Company secretaries and governance professionals
  • Corporate counsel
  • Senior company management
  • Investors and fund managers
  • Analysts
  • Regulators
  • Securities exchange officials
  • Lawyers & legislators

About the course

Understand key elements and documentation of the M&A process with our two day course

Mergers & Acquisitions is designed to help you develop a practical understanding of Mergers & Acquisitions (“M&A”) through detailed analysis and group discussions on several case studies.

By the end of this programme, you will be able to:

  • Differentiate between a public and a private M&A process
  • Understand the timing and key elements of a tender offer
  • Analyse the key steps for the different private M&A processes
  • Detail the main documents present in an M&A transaction
  • Explain where synergies are derived from
  • Based on annual reports and forecasts, perform all the key valuation methodologies: DCF, trading multiples and LBO
  • Understand the different forms of consideration and financing available
  • Analyse the key metrics looked at by an acquirer: accretion/dilution, pro forma balance sheet, synergies paid away, etc.
  • Differentiate between the different divestitures alternatives and understand their key impacts


This programme is a mix of lecture, class discussions, exercises and in-depth case studies.


This programme assumes a basic knowledge of finance and understanding of financial statements.


Day One: M&A Analysis

Corporate Growth: Overview of growth strategies

  • Greenfield/organic
  • Joint ventures
  • Acquisitions

Case study: Review of the growth strategies for Heineken in Egypt

Advisers and their roles

  • Types and remuneration

Case study: Structuring and pricing of a sell-side mandate

Private Transactions

  • Type of transactions : auction, competitive process, bilateral negotiation
  • Timetable and process

Public Takeovers

  • Public takeovers vs. private transactions
  • General principles of the takeover code
  • Mandatory offer
  • Squeeze-out mechanism
  • Offer price
  • Counter-offers
  • Timetables
  • Bidder’s strategy and tactics
  • Target’s defense strategy and tactics

Case study: Review of strategies used in Sanofi’s bid for Aventis and in Mittal’s takeover of Arcelor

Key M&A Documents

  • Definition
  • Non Disclosure Agreement (NDA), Information Memorandum
  • Sales and Purchase Agreement (SPA), shareholders agreement, management agreement

Case study: Analysis of several key M&A documents including NDA, offer letter and SPA

Due Diligence

  • Definition
  • Private vs. public transactions
  • Timing
  • Key areas covered

Case study: Analyse the key elements of the due diligence for a UK company manufacturing wound products


  • Types of transactions
  • Types of synergies: operational, financial and tax
  • Achieving synergies

Case study: Indentify the synergies for the Air France-KLM merger and Barilla-Kamps transaction  

Day Two: Valuation Methodologies and Deal Impact

Asset vs. Share Purchase

  • Key considerations and structuring for an asset purchase
  • Review of a share purchase

Valuation Methodologies

  • Review of key valuation methodologies and when to use them

Case study: Matching various valuation methodologies with different scenarios

Discounted Cash Flows (DCF)

  • Rationale for DCF valuation
  • Methodology
  • Choice of Forecast Period
  • Calculation of Free Cash Flows (FCF)
  • Terminal Value
  • From Enterprise Value to Equity Value

Case study: First, calculate sub-parts of a DCF (FCF from EBIT, WACC, terminal value) and then perform an entire DCF on a listed entity

Trading and Transaction Multiples

  • Valuing minority stakes or controlling transactions
  • Enterprise value vs. equity multiples
  • Historical, current or prospective ratios
  • Applicability of EV/Sales, EV/EBITDA, EV/EBIT, P/E, P/B

Case study: Perform the relative valuation of a UK supermarket and a water utility company based on its peer group

Other Valuation Methodologies

  • LBOS
  • Net Asset Value
  • Dividend Yield and Dividend Discounting
  • Sum-of-the-Parts

Valuing Synergies

  • Phasing of synergies
  • Restructuring costs
  • NPV of synergies

Case study: Perform the NPV of synergies for the acquisition of a bank by Barclays based on assumed cost, revenue synergies and restructuring charges

Bridging Valuation Gap

  • Earn-outs
  • Deferred consideration

*Consideration and Financing for an Acquisition * * Key considerations and structuring for an acquisition * What financing are available for an acquirer?

Case study: Compare bids received by Normandy Mining

Deal Impact

  • Review of key impact of a transaction: EPS, RoI, leverage, ownership dilution, premium paid vs. synergies
  • Examples for EPS and premium paid vs. synergies

Case study: Perform an in-depth case study of the impact of Danone purchase of Campbell

Corporate Restructuring Alternatives

  • Key goals of a corporate restructuring
  • Motivation, structure, balance sheet impact, EPS accretion/dilution analysis performed for each of the following types of corporate restructuring
    • IPO, spin-off/split-up, split-off and equity carve-out

Case study: Analyse and compare the impact of various business restructuring


Serge Vidal

Serge is an experienced Corporate Finance professional with over 20 years’ experience in M&A and capital market transactions. He has successfully completed in excess of EUR 30 billion across multiple geographies (US, Europe, MENA).He began his career as a Credit Analyst at Banque Continentale...

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Mergers & Acquisitions at Euromoney Learning Solutions

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Coursalytics is an independent platform to find, compare, and book executive courses. Coursalytics is not endorsed by, sponsored by, or otherwise affiliated with any business school or university.

Full disclaimer.

Read more about Finance

During Finance courses, you will get acquainted with a huge number of financial analyst tools and learn how to work with them. So, you will learn how to make and analyze financial reporting, calculate the main financial indicators of the company and ...

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