M&A and Restructurings for Entrepreneurs and Advisors

Position your business for exit in mergers and acquisitions by understanding investor personas—from venture capital to IPOs—and align priorities, anticipate due diligence risks, and use advisers to maximize valuation.

Define your ideal investor persona by differentiating financial investors (private equity and venture capital) from strategic buyers, and describe their goals, exit strategies, and value drivers.

Explore how an initial public offering can be an exit strategy offering liquidity and growth capital, while investors seek growth, profitability plans, and strong governance.

Assess how a target aligns with an investor's arenas, vehicles, differentiators, staging, and economic logic to determine strategic fit in M&A deals.

Develop an operationally fit business by building a self-sustaining leadership team, documented processes, transparent financials, a strong culture, and legal readiness to attract buyers and secure a clean exit.

Explore strategies to boost sales and profitability across digital, retail, and FMcG businesses by increasing leads, improving conversion, optimizing monetization, expanding channels, and maximizing value before sale.

Identify and compare M&A advisors, including investment bankers, brokers, and M&A consultants, and understand roles, fees, and red flags to secure a favorable exit.

Identify seven common reasons investors may avoid a deal, including misalignment with investment criteria, unrealistic valuations, weak financials and due diligence gaps, customer concentration risk, industry risks, and cultural fit.

Defend your business valuation in M&A by comparing asset-based, market-based, and income-based methods, learn to assess realism, negotiate terms, and decide when to hire valuation experts.

Explore the theoretic background of business valuation, including market, income, and assets-based approaches. Learn how fair value, investment value, liquidation value, and book value influence a valuation model.

Learn assets-based valuation by adjusting each asset to current market value and accounting for liabilities, depreciation, and liquidation costs. Auditors validate these valuations to determine net asset value or adjusted equity value.

Use the market value approach with comparables and multiples to estimate enterprise and equity value, applying ev/ebitda and ev/revenue from stock exchanges or m&a deals.

Apply income-based valuation using a free cash flow to firm model to estimate enterprise value through five-year forecasts, terminal value, and discounting with the weighted average cost of capital.

Explore asset-based, market or multiple based, and income-based valuation methods like dcf, and how industry, asset intensity, and future scenarios shape base, upside, and weighted average value.

Explore three valuation methods—discounted cash flow, multiples-based valuation, and net asset value—using agri Group’s three business lines in Excel. Defend, validate, and refine the valuation for M&A and deal structuring.

Learn to compute net asset value by adjusting book values to reflect market values and asset conditions, then aggregate nav at the group level for multiple companies.

Identify 5–10 regional comparables with similar stake sizes, use the median EV/EBITDA multiple to derive enterprise and equity values, and consider debt levels that can yield negative equity.

This lecture presents a bottom-up DCF valuation for a group of companies, guiding you to build each company’s business plan, calculate FCF, terminal value, WACC, and enterprise value.

Calculate free cash flow to firm by adjusting taxes, depreciation, capex, and working capital. Estimate residual value with Gordon growth or exit multiples, then discount with WACC and validate.

Calculate the agrochemicals company's wacc from cost of equity and debt, using risk-free rate, beta, market risk premium, and additional risk adjustments; assess enterprise value and ev/ebitda multiples.

Consolidate equity values using DCF, multiples, and net asset valuations to identify a fair value and optimal exits. Recommend selling agrochemicals, cattle feed, and retail chain separately through restructuring.

Explore initial planning and sales preparation for mergers and acquisitions, defining red lines, preparing essential documents, marketing to nbos, and negotiating asset or stock deals with due diligence readiness.

Define a sales strategy aligned with ownership structure and SPV consolidation, with clear minority shareholder protections to ensure a smooth M&A transition.

Identify potential buyers from customers, suppliers, competitors, and advisor-proposed partners such as private equity funds and strategic allies, while clarifying red flags and selecting between competitive or closed M&A processes.

Learn how initial M&A documents, including NDAs, teasers, memos, business plans, and optional valuation reports and management presentations, attract buyers and enable preliminary valuations and offer preparation.

Navigate the sell-side marketing process from teasers to confidentiality agreements and info memos, and understand nbos, lois, and exclusivity.

Define due diligence as collecting and analyzing financial, legal, and other data to identify risks and inform transaction outcomes, using a virtual data room for secure access.

Conduct financial due diligence to assess a company's condition by reviewing audited statements, balance sheet items, cash flow, debts, and related party transactions, and to validate forecasts and fair value.

Analyze the company's legal framework through due diligence, identify risks, and compile an independent report covering governance, ownership, contracts, litigation, assets, taxation, intellectual property, environment, and regulatory permits.

Perform commercial due diligence by analyzing market trends, demand, competition, pricing, products and brands, marketing, production, governance, and risk to inform a buyer's offer and valuation.

Explore how to structure an M&A deal, select the acquisition vehicle, allocate risks and payment, and optimize post-closing organization to protect value.

Learn how buyers and sellers share risk through post-closing price adjustments, earnouts, contingent value rights, holdbacks, staged payouts, royalties and fees, and collar agreements in SPAs.

Close the deal by securing boards, shareholders, regulatory approvals, financing, and third-party contracts and consents. Understand the definitive agreement of purchase and sale and treatment of asset versus stock acquisitions.

Learn to structure a sale through divestiture, spin off equity, and carve out to maximize value. Understand how selling parts of the business protects the core and enables strategic flexibility.

Divestiture is an asset disposal where a company sells assets to an outside party to achieve a cash infusion and shed non-core assets.

Spin-off creates a new subsidiary by distributing its shares to parent shareholders as a stock dividend in proportion to ownership, with no cash to the parent, and grants independent management.

Implement an equity carve-out by creating a new subsidiary under the parent, enabling equity raises or stake sales, with optional IPO and a move toward a portfolio of independent entities.

Voluntary liquidation lets an entrepreneur maximize value by selling assets in pieces or repacking them into a new entity. Involuntary liquidation is court-ordered to protect creditors under country-specific rules.

Restructurings shift assets, business lines, and debts on the balance sheet, using divestitures, spin-offs, equity carve-outs, and debt-to-equity swaps with new or existing partners.

Explore how investment banks act as intermediaries in capital markets, underwriting debt and equity and coordinating IPOs and private placements, advising on M&A, financing, risk mitigation, and post-merger integration.

Discover how private equity funds pool capital from institutions and high-net-worth individuals, then use leveraged buyouts through a NewCo to acquire, improve, and exit target companies for profit.

Explore venture capital funds that fuel early-stage startups from seed to growth, offering strategic value and mentorship while highlighting the long-term horizons, exits, and fees.