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Provided by: Financial Training Associates Ltd CPD Courses for Law and Accountancy Professionals - negotiating the big value items in transactions - one day |
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Training
Provided by Financial Training Associates Ltd
This CPD course is designed for for law, accountantancy and other professionals. The seminar helps participants get on the front foot with negotiations around the big value items in transaction.
The course examines the areas in a sale and purchase agreement where the work of the lawyer and specialist accountant or corporate finance advisor overlap, focusing on financial, accounting and certain commercial elements of sale and purchase agreements. The course makes sure delegates are aware of key areas of negotiation and how debates can be played to either sidea ™s advantage.
This CPD course is provided by Financial Training Associates Ltd. Financial Training Associates is an accredited training provider. Qualified lawyers and other professionals are required to undertake a certain number of hours of CPD (continuous professional development) training each year. CPD requirements are determined by the appropriate regulatory body for example, in the case of solicitors, the Solicitors' Regulatory Authority (the SRA). Financial Training Associates has developed this CPD course to help law, accounting and other professionals meet their CPD requirements with content that is relevent, interactive, up-to-the-minute and commercially focussed.
For further details regarding Financial Training Associates' CPD courses please click on http://www. top100. org. uk/ cpd_courses. html.
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CPD Courses for Law and Accountancy Professionals - negotiating the big value items in transactions - one day
Detailed course programme
Session 1: Overview where is the money?
What is debt free cash free?
Why is it used?
Reconciling debt free cash free to net proceeds
What s the opportunity here?
Group exercise 1 debt definitions: pretend you are advising the acquirer (or the vendor) of a business. Simply working from a standard balance sheet, what would you want to see included in the definition of debt? What is the effect on net proceeds? Yes there is a lot to argue about
What is debt?
Where is the money?
Where else is the money?
o Working capital requirements
o The net asset adjustment
o Completion accounts
o Earn outs
Session 2: Working capital getting on the front foot from the start
What is working capital?
What kind of business could it be an issue for?
Group exercise 2 - working capital: delegates work to come up with a short and snappy definition for working capital: how could we describe it . Delegates compete in groups to dream up a business that has the highest possible (and lowest possible) working capital requirements.
What s the likely impact on negotiation?
What s our strategy?
How can we anticipate working capital issues?
How can we avoid the price chip?
Session 3: Sale & purchase issues earning your fee from completion accounts
Why do we have a target NAV?
What s the opportunity here?
Fine tuning the price.
Group exercise 3 completion accounts policies: teams are supplied with sample completion accounts policies. How could these be played to your client s advantage?
Completion accounts nightmares.
Group exercise 4 target NAV: your team is at the final stages of negotiation and, on your client s behalf, you are concerned about target NAV. There are lots of arguments flying around the negotiating table right now. Which arguments are going to help your case? Which arguments do you need to counter and how?
Policies that will help you locking the stable door before the horse has bolted
o The critical window statutory year end until completion
o The relationship with working capital - timing sale to benefit your client
Session 4: Other sale & purchase issues
Earn outs
Group exercise 5 - earn outs: delegates are supplied with a sample earn out from their client s lawyer, who has asked for your input. What issues do you see there? What would it make sense to negotiate over? What could you achieve for your client here?
Course wrap up key opportunities
Session 1: Overview where is the money?
What is debt free cash free?
Why is it used?
Reconciling debt free cash free to net proceeds
What s the opportunity here?
Group exercise 1 debt definitions: pretend you are advising the acquirer (or the vendor) of a business. Simply working from a standard balance sheet, what would you want to see included in the definition of debt? What is the effect on net proceeds? Yes there is a lot to argue about
What is debt?
Where is the money?
Where else is the money?
o Working capital requirements
o The net asset adjustment
o Completion accounts
o Earn outs
Session 2: Working capital getting on the front foot from the start
What is working capital?
What kind of business could it be an issue for?
Group exercise 2 - working capital: delegates work to come up with a short and snappy definition for working capital: how could we describe it . Delegates compete in groups to dream up a business that has the highest possible (and lowest possible) working capital requirements.
What s the likely impact on negotiation?
What s our strategy?
How can we anticipate working capital issues?
How can we avoid the price chip?
Session 3: Sale & purchase issues earning your fee from completion accounts
Why do we have a target NAV?
What s the opportunity here?
Fine tuning the price.
Group exercise 3 completion accounts policies: teams are supplied with sample completion accounts policies. How could these be played to your client s advantage?
Completion accounts nightmares.
Group exercise 4 target NAV: your team is at the final stages of negotiation and, on your client s behalf, you are concerned about target NAV. There are lots of arguments flying around the negotiating table right now. Which arguments are going to help your case? Which arguments do you need to counter and how?
Policies that will help you locking the stable door before the horse has bolted
o The critical window statutory year end until completion
o The relationship with working capital - timing sale to benefit your client
Session 4: Other sale & purchase issues
Earn outs
Group exercise 5 - earn outs: delegates are supplied with a sample earn out from their client s lawyer, who has asked for your input. What issues do you see there? What would it make sense to negotiate over? What could you achieve for your client here?
Course wrap up key opportunities
About The Training Provider: Financial Training Associates Ltd
Financial Training Associates Ltd - Financial Training Associates Ltd is a company that supplies experienced finance course trainers to clients who wish to provide financial markets training for small groups of their employees.
