Course Outlines (Full Day Sessions)
The goal of this session is to introduce participants to corporate valuation. The session focuses on the strengths and weaknesses of the 4 primary valuation methodologies as well as the calculation of equity and enterprise value.
What is enterprise value
─ The link between the balance sheet equation and valuation
─ Invested capital, net operating assets and the links to enterprise value
─ Book value vs. market value
What is equity value
Diluted shares outstanding
Fundamental vs. relative valuation
4 primary valuation techniques
─ Trading comparables
─ Transaction comparables
─ DCF
─ LBO
Strengths and weaknesses of each valuation technique
Minority vs. majority stake valuation
Key multiples
Valuation football field
Participants build a full three statement LBO model layering in a complex capital structure. The need for two levels of equity ownership is discussed and returns to the equity holders and mezzanine holders are calculated after completion of the fully integrated model. Throughout the course, key PE interview concepts and questions are reviewed.
Differences between the short‐form and long‐form LBO
Sources of capital and associated costs / attributes
─ Term loans A, B and C
─ Second lien
─ Mezzanine and high yield
─ Preferred equity
─ Common equity
PIK interest
PIK dividends
Warrants
Rollover of existing management equity
Understanding the need for two types of equity in the capital structure
Constructing the opening, pro forma balance sheet
Constructing the projected income statement, balance sheet and cash flow statement
Cash sweep with mandatory and accelerated payments
Calculating returns to equity and mezzanine holders
During the investment banking case simulation, participants learn about the role of investment bankers and experience a day in the life of an investment banker. Participants play the role of investment bankers advising a buyer on a potential acquisition. With the help of the instructor, participants complete all relevant analysis that will assist the buyer in deciding whether to make the acquisition and if so, at what price point. The case will require the participants to complete a full investment banking style pitch including the following sections:
Executive summary
Strategic rationale
Target and acquirer positioning
Valuation
─ Public comparables analysis
─ Transaction comparables analysis
─ DCF
─ LBO
M&A analysis
─ Accretion/dilution
Recommendation