Mergers and Acquisitions

Overview:

This course deals with the most important steps of (M&A), from the first steps in valuing the company's shares to closing the deal.
This course provides an in-depth insight into the key factors in today's businesses and all the steps of the M&A process from the ground up, giving them the ability to assess whether this process fits into their organization's strategy, thus enabling them to identify (M&A) opportunities. (M&A) Most profitable, choose the best partners and get the highest possible profit from the deal.

Course Objectives:

• Identify M&A opportunities.
• Establish preliminary steps and initial M&A agreements.
• Conduct a full technical examination of the company's status and objectives.
• Understand the share purchase agreement (SPA) and asset purchase agreement (APA).
• Take advantage of the stages of exchange and completion of the merger or acquisition.
• Prepare for the post-merge in the new organization.

Target groups:

• Board of Directors.
• Employees in identifying, planning and implementing the M&A opportunity as CEOs and CEOs.
• General Managers, finance managers and accountants.
• Marketing managers and business development managers.
• Strategy planners, analysts and internal consultants.

Course Content:
M&A Basics:

• Distinguish between mergers and acquisitions.
• Why takeover? (Diversification, consolidation).

Key milestones in acquisitions:

• Develop the company's strategy.
• Organization of acquisitions.
• Structure of the transaction and negotiations.
• Post-acquisition period.
• Audit in the post-acquisition phase.

Structuring of mergers or acquisitions:

• Drafting of initial documents.
• The most important conditions - and their obligations legally?
• Confidentiality Agreements.
• Insurance / Exemption Agreements.

How to structure the acquisition:

• Sale of lots.
• Selling business.
• Restructuring the business and then selling the shares.

The sale of shares for the sale of business:

• Benefits and Disadvantages of Selling Stakes: Seller vs. Buyer.
• Transactions.
• Third party consent.
• Tax Fees.
• Obligations.
  Avoid TUPE (transfer of pledges, labor protection).
• Guarantees.
• Benefits and Disadvantages of Selling a Business: Seller vs. Buyer.

Structuring of the deal:

• How to Pricing Acquisition.
• Process of conducting requirements.
• Objectives.
• Structuring.
• The range.
• Purchase Agreements.
• Asset Purchase vs. Share Purchase Agreement.

After the acquisition:

• The importance of guarantees and compensation.
• Effects of prejudice.
• How to minimize claims.
• Contractual protection of the seller.
• Disclosure letter.
• IP and environmental issues.
• Integration and achievement control.