
Build a first merger model by establishing sources and uses of funds, calculating goodwill, and consolidating the balance sheet and PNL to assess earnings accretion.
Build sources and uses to fully fund a deal and ensure financing meets the takeover panel's requirements, then test how the debt-to-equity mix alters deal economics.
Calculate goodwill by assuming Steen's net assets are at fair value and determine the goodwill amount.
Compute goodwill as 3 billion minus 2.134 billion net assets being acquired. Use a net asset presentation where debt and liabilities appear as negatives.
Walks through consolidating the balance sheet, applying four adjustments to record goodwill, Steen and Mango net assets and net debt, eliminate target equity, and reflect financing effects.
Analyze earnings accretion in mergers by calculating the price-earnings ratio and earnings yield for the target and for cash, then compare with the acquisition currency to assess deal accretion.
Explore optimizing capital structure in merger deals by balancing leverage and accretion, using net debt to EBITDA targets, debt-equity mix, and ratings considerations.
Explore how to structure an M&A deal by rating a client, assessing debt-to-EBITDA leverage within rating bands, and using rating scatter analysis to target a post-deal profile.
This intensive video-based course assumes a sound grasp of financial modelling techniques and awareness of the current accounting implications of M&A transactions.
During the course, delegates will construct a flexible integrated merger model capable of analysing the pro-forma credit ratios and combined profit metrics of a proposed transaction whilst also building the functionality to identify the optimal capital structure to be used to finance an acquisition. Best practice financial modelling and accounting techniques will be applied throughout.
Merger modelling presents a completely different accounting and technical challenge to preparing an integrated forecast for a single business. This course and the model built is relevant to both equity, debt and credit analysts and corporate financiers who are potentially involved in the origination of or financing of acquisitions.
In the programme we will produce a complete forecast for the recent acquisition of Shire Pharmaceuticals by Takeda of Japan and see the huge impact of the fair value adjustments in this transaction.
At the end of the programme delegates will:
Be able to model a merger from scratch and more effectively populate and interrogate template merger models;
Model all aspects of a merger including
goodwill and fair value adjustments,
refinancing
fees and correctly accounting for the different types
consolidation adjustments
synergies, nil-dilution synergies and control premia
deal sensitivity and establishing an optimal financing mix based on target pro-forma credit metrics