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Investment Banking Valuation, Leveraged Buyouts, and Mergers and Acquisitions

ISBN-10: 1118472209
ISBN-13: 9781118472200
Edition: 2nd 2013
List price: $85.00 Buy it from $51.99 Rent it from $31.61
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Description: In the fast-paced world of investment banking, no one has been able to take the time to codify the lifeblood of their work, namely, valuation. Written by two practitioners with a combined banking experience of over fifteen years, this book meets the  More...

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Book details

List price: $85.00
Edition: 2nd
Copyright year: 2013
Publisher: John Wiley & Sons, Incorporated
Publication date: 5/28/2013
Binding: Paperback
Pages: 504
Size: 7.50" wide x 10.25" long x 1.00" tall
Weight: 1.518
Language: English

In the fast-paced world of investment banking, no one has been able to take the time to codify the lifeblood of their work, namely, valuation. Written by two practitioners with a combined banking experience of over fifteen years, this book meets the need of investment bankers, hedge fund managers, and private equity professionals looking for a book written by practitioners who have performed the valuation work in real world mergers and acquisitions, leveraged buyout, and initial public offering situations, as well as various other deal-related and investment scenarios.

Instructor and Student Resources
About the Authors
Foreword
Acknowledgments
Introduction
Structure of the Book
Valuation (Chapters 1-3)
Leveraged Buyouts (Chapters 4 He 5)
Mergers & Acquisitions (Chapters 6 & 7)
ValueCo Summary Financial Information
Valuation
Comparable Companies Analysis
Summary of Comparable Companies Analysis Steps
Select The Universe of Comparable Companies
Study the Target
Identify Key Characteristics of the Target for Comparison Purposes
Screen for Comparable Companies
Locate The Necessary Financial Information
SEC Filings: 10-K, 10-Q, 8-K, and Proxy Statements
Equity Research
Press Releases and News Runs
Financial Information Services
Summary of Financial Data Primary Sources
Spread Key Statistics, Ratios, and Trading Multiples
Calculation of Key Financial Statistics and Ratios
Supplemental Financial Concepts and Calculations
Calculation of Key Trading Multiples
Benchmark the Comparable Companies
Benchmark the Financial Statistics and Ratios
Benchmark the Trading Multiples
Determine Valuation
Valuation Implied by EV/EBITDA
Valuation Implied by P/E
Key Pros and Cons
Illustrative Comparable Companies Analysis for ValueCo
Select the Universe of Comparable Companies
Locate the Necessary Financial Information
Spread Key Statistics, Ratios, and Trading Multiples
Benchmark the Comparable Companies
Determine Valuation
Questions
Bloomberg Appendix
Precedent Transactions Analysis
Summary of Precedent Transactions Analysis Steps
Select the Universe of Comparable Acquisitions
Screen for Comparable Acquisitions
Examine Other Considerations
Locate the Necessary Deal-Related and Financial Information
Public Targets
Private Targets
Summary of Primary SEC Filings in M&A Transactions
Spread Key Statistics, Ratios, and Transaction Multiples
Calculation of Key Financial Statistics and Ratios
Calculation of Key Transaction Multiples
Benchmark the Comparable Acquisitions
Determine Valuation
Key Pros And Cons
Illustrative Precedent Transaction Analysis for ValueCo
Select the Universe of Comparable Acquisitions
Locate the Necessary Deal-Related and Financial Information
Spread Key Statistics, Ratios, and Transaction Multiples
Benchmark the Comparable Acquisitions
Determine Valuation
Questions
Bloomberg Appendix
Discounted Cash Row Analysis
Summary of Discounted Cash Flow Analysis Steps
Study the Target and Determine Key Performance Drivers
Study the Target
Determine Key Performance Drivers
Project Free Cash Flow
Considerations for Projecting Free Cash Flow
Projection of Sales, EBITDA, and EBIT
Projection of Free Cash Flow
Calculate Weighted Average Cost of Capital
Determine Target Capital Structure
Estimate Cost of Debt (r<sub>d</sub>)
Estimate Cost of Equity (r<sub>e</sub>)
Calculate WACC
Determine Terminal Value
Exit Multiple Method
Perpetuity Growth Method
Calculate Present Value and Determine Valuation
Calculate Present Value
Determine Valuation
Perform Sensitivity Analysis
Key Pros and Cons
Illustrative Discounted Cash Flow Analysis for ValueCo
Study the Target and Determine Key Performance Drivers
Project Free Cash Flow
Calculate Weighted Average Cost of Capital
Determine Terminal Value
Calculate Present Value and Determine Valuation
Questions
Bloomberg Appendix
Leveraged Buyouts
Leveraged Buyouts
Key Participants
Financial Sponsors
Investment Banks
Bank and Institutional Lenders
Bond Investors
Target Management
Characteristics of a Strong LBO Candidate
Strong Cash Flow Generation
Leading and Defensible Market Positions
Growth Opportunities
Efficiency Enhancement Opportunities
Low Capex Requirements
Strong Asset Base
Proven Management Team
Economics of LBOs
Returns Analysis-Internal Rate of Return
Returns Analysis-Cash Return
How LBOs Generate Returns
How Leverage Is Used to Enhance Returns
Primary Exit/Monetization Strategies
Sale of Business
Initial Public Offering
Dividend Recapitalization
Below Par Debt Repurchase
LBO Financing: Structure
LBO Financing: Primary Sources
Bank Debt
High Yield Bonds
Mezzanine Debt
Equity Contribution
LBO Financing: Selected Key Terms
Security
Seniority
Maturity
Coupon
Call Protection
Covenants
Term Sheets
LBO Financing: Determining Financing Structure
Questions
Bloomberg Appendix
LBO Analysis
Financing Structure
Valuation
Locate and Analyze the Necessary Information
Build the Pre-LBO Model
Build Historical and Projected Income Statement through EBLT
Input Opening Balance Sheet and Project Balance Sheet Items
Build Cash Flow Statement through Investing Activities
Input Transaction Structure
Enter Purchase Price Assumptions
Enter Financing Structure into Sources and Uses
Link Sources and Uses to Balance Sheet Adjustments Columns
Complete the Post-LBO Model
Build Debt Schedule
Complete Pro Forma Income Statement from EBLT to Net Income
Complete Pro Forma Balance Sheet
Complete Pro Forma Cash Flow Statement
Perform LBO Analysis
Analyze Financing Structure
Perform Returns Analysis
Determine Valuation
Create Transaction Summary Page
Illustrative LBO Analysis for ValueCo
Questions
Bloomberg Appendix
Mergers & Acquisitions
Sell-Sine M&A
Auctions
Auction Structure
Organization and Preparation
Identify Seller Objectives and Determine Appropriate Sale Process
Perform Sell-Side Advisor Due Diligence and Preliminary Valuation Analysis
Select Buyer Universe
Prepare Marketing Materials
Prepare Confidentiality Agreement
First Round
Contact Prospective Buyers
Negotiate and Execute Confidentiality Agreement with Interested Parties
Distribute Confidential Information Memorandum and Initial Bid Procedures Letter
Prepare Management Presentation
Set up Data Room
Prepare Stapled Financing Package
Receive Initial Bids and Select Buyers to Proceed to Second Round
Valuation Perspectives-Strategic Buyers vs. Finacial Sponsors
Second Round
Conduct Management Presentations
Facilitate Site Visits
Provide Data Room Access
Distribute Final Bid Procedures Letter and Draft Definitive Agreement
Receive Final Bids
Negotiations
Evaluate Final Bids
Negotiate with Preferred Buyer(s)
Select Winning Bidder
Render Fairness Opinion
Receive Board Approval and Execute Definitive Agreement
Closing
Obtain Necessary Approvals
Shareholder Approval
Financing and Closing
Negotiated Sale
Questions
Bloomberg Appendix
Buy-Side M&A
Buyer Motivation
Synergies
Cost Synergies
Revenue Synergies
Acquisition Strategies
Horizontal Integration
Vertical Integration
Conglomeration
Form of Financing
Cash on Hand
Debt Financing
Equity Financing
Debt vs. Equity Financing Summary-Acquirer Perspective
Deal Structure
Stock Sale
Asset Sale
Stock Sales Treated as Asset Sales for Tax Purposes
Section 338 Election
338(h)(10) Election
Buy-Side Valuation
Football Field
Analysis at Various Prices
Contribution Analysis
Merger Consequences Analysis
Purchase Price Assumptions
Balance Sheet Effects
Accretion/(Dilution) Analysis
Acquisition Scenarios�I) 50% Stock / 50% Cash; II) 100% Cash; and III) 100% Stock
Illustrative Merger Consequences Analysis for the BuyerCo / ValueCo Transaction
Questions
Bloomberg Appendix
Solutions to Selected Questions
Afterword
Bibliography and Recommended Reading
Intel

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