Course #301
Introduction to Mergers and Acquisitions
Wednesday, November 19, 2008 – 8:00 a.m. - 5:30 p.m.
Joseph Warner, CBI
8 Credit Hours
Learn what is involved in the mergers and acquisitions (M&A) process, the intermediary’s role and value within the process and the ethical decision-making that must be applied throughout. Introduction to the M&A process is geared toward individuals who are considering developing a professional practice as an M&A advisor. Such individuals may be general business brokers who want to understand the differences in activity and skills required in the middle-market; professionals and executives who have been involved in transactions but who have not acted specifically as a deal-maker and other professionals who have some related experience in middle-market transactions, but have not functioned as business brokers themselves, such as lawyers, accountants, etc. No prerequisites.
Course #304
Legal Aspects of Mergers and Acquisitions
Thursday, November 20, 2008 – 8:00 a.m. - 5:30 p.m.
Frank X. Haverkamp
8 Credit Hours
Discover the fundamentals and techniques used in dealing with key transaction documents. Discuss tax structuring concepts and how to effectively work and negotiate with attorneys. Leave with an understanding of key components and strategies relating to confidentiality agreements, engagement letters, letters of intent and comprehensive agreements. No prerequisites.
Course #310
Marketing M&A
Thursday, November 20, 2008 – 8:00 a.m. - 5:30 p.m.
Don R. Hankins, CBI, BCB
8 Credit Hours
Learn how to successfully contact and retain sellers of mid-market companies, how to motivate owners to sell and how to guide them through the selling decision. Discuss the importance of educating business owners about the middle market and selling their companies, targeting middle market owners and using that education as a selling tool to obtain clients on retainer. No prerequisites.
Course #311
How to Develop a Buy-Side Practice
Sunday, November 16, 2008 – 8:00 a.m. - 5:30 p.m.
Michael H. Marks, CBI
8 Credit Hours
Learn how to develop an effective buy-side practice by using a proven business model. Get tips on how to explain the value and need for buy-side advisory services to your clients and discuss marketing strategies that have been successful for others. This course is recommended for those who have taken Course #301 and have at least one year of intermediary experience. No prerequisites.
Course #325
Succession Planning
Monday, November 17, 2008 – 8:00 a.m. - 5:30 p.m.
Lee James
8 Credit Hours
It is estimated that only five percent of business transfers are handled through business brokers. Why not capitalize on 100 percent of this burgeoning "succession planning" market opportunity? Learn how to earn fees as a succession planning facilitator through the succession planning process and strategies. Discuss topics such as business valuation, minority discounts, transfer tax saving strategies, buy/sell agreements, giving to family members, ESOPs, CRTs and positioning strategies to maximize the price. Courses #210, #220 and #221 are prerequisites, or equivalent business valuation experience.
Course #335
Maximizing the Value of the Privately Held Company
Monday, November 17, 2008 – 8:00 a.m. - 5:30 p.m.
Darrell V. Arne, CBI, CPA, ASA
8 Credit Hours
Measure and create value by understanding why “cash is king.” Discuss how the cost of capital is computed and what benchmarking methods pinpoint opportunities to maximize business value. Explore the value drivers of business and the 100 strategies to maximize business value. Evaluate specific value-added services that financial consultants and business intermediaries can provide to maximize business value at the “deal stage” when a business is sold. Courses #210, #220 and #221 are prerequisites, or equivalent business valuation experience.
Course #341
M&A Research
Wednesday, November 19, 2008 – 8:00 a.m. - 5:30 p.m.
Patricia A. Walters, CBI, MBA
8 Credit Hours
Gain overall strategies to enhance the methods and incorporate key sources to assist in investigating, researching and analyzing any transaction, industry, company or client. It is not intended to provide specific sources but to create the structure (i.e. lists) as a guide to the most likely source (best category) for answers to questions regarding the deal process. No prerequisites.
Course #355 NEW in 2008
Managing the M&A Buyer Process
Tuesday, November 18, 2008 – 8:00 a.m. - 5:30 p.m.
Doug Robbins, CBI, M&AMI
8 Credit Hours
Discover new tools and processes to help you efficiently find a buyer who can close a deal. Learn how to establish a “demographic footprint” of the buyer, create a prioritized list of buyers, qualify the target list and create a targeted plan to sell the business. Find out how to talk to buyers and work with them during the initial tour of the business. It is recommended that participants are a CBI or M&AMI or have equivalent background and have taken Course #301. Other recommended courses include: #304, #307, #335, #341 and #380.
Course #385 NEW in 2008
Key M&A Negotiations
Monday, November 17, 2008 – 8:00 a.m. - 5:30 p.m.
Thomas B. Whipple, CBI, M&AMI
8 Credit Hours
Learn about the two key negotiation milestones in a mid-market deal: securing the M&A engagement and managing negotiations with prospect(s) to the LOI. Gain the understanding necessary to create effective engagement agreements that are right for the client and fair for the intermediary. Once the engagement agreement has been executed, intermediaries use the full complement of skills and resources to negotiate the best outcome for the client. At these two points, intermediaries have the most influence on the outcome of a professional M&A process for all parties. No prerequisites.
Course #421 ✛ NEW in 2008
Balance Sheet – A Uniquely Powerful Closing Tool
Monday, November 17, 2008 – 8:00 a.m. - 12:00 p.m.
Walter L. Lipski, CBI, M&AMI
4 Credit Hours
If the income statement sets the expectations of price, the balance sheet sets the terms of the deal. Discuss the impact that the balance sheet has on the probability of a deal closing, the financing options, or lack thereof, transaction structure, the closing balance sheet and ultimately the after-tax proceeds to the seller. Leave with an understanding of the balance sheet and how to navigate the deal points that will lead to more successful closings. No prerequisites.
Course #429
M&A Practice Development Based on Best Practices
Tuesday, November 18, 2008 – 8:00 a.m. - 5:30 p.m.
Moderator: Taylor H. Devine, CBI, CMEA, SBA, FRC
Subject Matter Experts: Mike Adhikari, CBI, M&AMI, MSM, MBA, MSEE, Business ValueXpress/Illinois Corp.; Robert Gurrola, CBI, M&AMI, Summa Financial Group, LLC; John Zayac, CBI, International Business Group, Ltd.
8 Credit Hours
Review examples of best practices from some of the most successful intermediaries in the business. Break down M&A businesses into several competency areas, such as business planning, leadership, infrastructure and branding. Learn why there is no single best practice or single competency area that enables an M&A practice to be successful. Bring examples of your own best practices, as well as best practices taken from other professional service firms. This course also includes perspectives from subject matter experts who share their practice knowledge of the industry and facilitate additional discussion among the course participants. Prerequisites for this course are CBI/M&AMI and/or M&A Source membership, along with at least two years of M&A intermediary-level deal-making.
Course #430
Advanced M&A Tax Strategies and Deal Structures
Tuesday, November 18, 2008 – 8:00 a.m. - 5:30 p.m.
Darrell V. Arne, CBI, CPA, ASA
8 Credit Hours
Review the four strategies for saving on taxes with a quick overview of taxable business transactions. Focus on how to acquaint business brokers/intermediaries with specific advanced M&A tax strategies and deal structures to include pre-transaction intra family transfers using family limited partnerships, private annuities and self-canceling installment notes; pre-transaction company split-ups, spin-offs and split-offs that receive non-taxable divisive reorganization treatment; partial liquidation distributions when a portion of a company is sold; and stock sales treated as asset sales under Section 338(h)(10). Discuss non-taxable acquisitive reorganizations which include statutory mergers and forward or reverse triangular mergers. Cover charitable remainder trusts in detail, plus the tax benefits of an ESOP, using an acquired company's net operating loss carryover, the qualified small business company gain rollover and various other advanced M&A tax saving strategies. Course #345 and at least five years business broker/intermediary experience are the prerequisites.
Course #455 ✛ NEW in 2008
Structuring Mergers and Fold-in Transaction Opportunities
Monday, November 17, 2008 – 1:30 p.m. - 5:30 p.m.
George A. Petrulis, CBI, M&AMI
4 Credit Hours
Review the current market opportunities available in sourcing “merger” and “fold-in” type of engagements. For purposes of this course, the definition of a merger will only apply to the business issues involved in combining two companies. The fold-in type transactions to be discussed will cover the practical deal points involved when a company makes an acquisition and relocates that operation into its own facility. Discuss how to seek out these type of engagements, right-fit assessment of the parties, advisor’s role in managing the process, approaches to determining deal value, transaction structuring options and how to get paid at closing. Review successful case study examples. It is required that participants are a CBI or have equivalent background of at least two to three years of M&A intermediary experience and have taken several 300-level courses.