Certificate of Mastery in Mergers and Acquisitions

Master the Merger. Ace the Acquisition

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The Certificate of Mastery in Mergers and Acquisitions is a fast-paced, comprehensive three-day class for single participants or corporate teams who want to master the processes of M&A for their company. This is an interactive and engaging executive level education with participants from companies headquartered all over the U.S. It teaches best practices utilized by corporate acquirers that achieve the highest ROI on M&A. During the three days, participants are walked through the intricacies of M&A, valuation and synergies (an integral part of successful M&A), and strategy (a necessary foundation for M&A). While each class is available for registration on its own, to really master mergers and acquisitions requires knowledge taught throughout the three days.

Clemson University confers 7.5 Continuing Professional Education hours per day toward CPA annual requirement.

Survey after survey reveals that acquirers are not adequately prepared nor do they often achieve return on investment goals they set out to accomplish through acquisitions.

For example, in 2014, the M&A Leadership Council and a division of John Wiley & Sons publishing house, Jossey-Bass, conducted a revealing survey with 153 executives and managers from approximately 30 different industry sectors. Revenues of survey participants ranged from $0MM to $5Bn+. Over two-thirds, or 68% of all respondents, rated their company's overall capability and readiness level for M&A as "very poor, poor, or average."

Another 2014 study conducted by the National Bureau of Economic Research of over 12,000 M&A transactions over a 20-year period, found that acquisitions in the U.S. led to losses of more than $200 billion for shareholders.

A Harvard Business Review article from 2011 found that companies spend more than $2 trillion a year on acquisitions, yet the overall failure rate is between 70% and 90%.

Finally, a 2012 study by the Canadian Financial Executives Research Foundation found that only 20% of finance executives involved in M&A during the previous 5 years said their transactions were "very successful" as measured by revenue growth, synergies, cost reductions and retention of key talent.

The problem is that those who fail at acquisitions usually do not realize it until about two years after their acquisition transaction has closed. During the transaction, they work with a sharp attorney and accountant, and many times investment bankers. The deal is structured well, and it appears that all gaps between the buyer and seller have been resolved. Why then do so many acquirers fail to meet their goals? To be successful requires much, much, more than a savvy deal team. It requires a comprehensive approach to M&A, which means having a team of internal and external members that have mastered all of the processes involved in M&A.

To master these processes, company leaders need to engage in learning and prepare themselves well in advance of the actual M&A transaction. Yet many infrequent acquirers learn "how to do M&A" when they experience live transactions. Learning by doing does not provide a company an adequate understanding of how M&A works and leads to costly mistakes. The typical investment banking firm that introduces deals to companies is in business to close those transactions, not to educate the companies about how everything works. However, with such a large number of failing M&A transactions, companies would benefit from building more capacity beforehand to conduct the kinds of acquisitions they want and need to reach their strategic goals.

The class is intended for C-suite, board members and line managers, those who would be involved in the acquisition process for companies that frequently or infrequently pursue acquisition transactions. Often companies under resource their internal acquisition team, which is a contributing factor to ROI failure. Consider building more bench strength to your internal acquisition team. This Certificate of Mastery in Mergers and Acquisitions is designed to advance the knowledge of those who have been on your team in recent transactions and those that you are considering adding to the team.

Day One - A Master Class in Mergers & Acquisitions:
taught by Hagen H. Rogers

The Master Class in M&A takes participants through three core phases that must be mastered to win at acquisitions: the preparation, transaction, and integration phase.

Preparation Phase

Knowing how to define the right strategy and how to create a list of target companies is essential in achieving M&A success. During this phase, your team will be taken through seven sequential steps that will help you pinpoint very specific acquisition criteria, markets and companies that, if acquired, would fit the company's overall strategy.

Transaction Phase

Participants learn best practices around key systems of deal making itself: valuation, synergy analysis, negotiations, financing the transaction, due diligence and deal design. We offer special attention to synergy analysis and due diligence (including cultural due diligence) as these are the areas where mistakes are often made.

Integration Phase

This is often the most difficult and overlooked phase. Underperformance is very common and a key contributor as to why M&A goals are not met. We focus on how to link integration back to strategy and how to weigh the various approaches to integration in order to capture optimal synergies. We will also stress the important role that communication plays in this phase to successfully merge two company cultures into one.

What You Will Learn in the Master Class in M&A

  • Why most companies fail to meet their ROI goals
  • What many companies overlook and under resource
  • How to build an internal team of experts
  • How to properly match an acquisition candidate to the strategic purpose of the deal
  • Methods of valuation and synergy assessments (though we delve much deeper into these during Day Two)
  • How high performing acquirers address due diligence
  • Which M&A processes need to be executed in conjunction with each other
  • Best practices behind integrating the target and its people
  • How to blend cultures together successfully
  • Alternative options to Mergers & Acquisitions

Day Two - A Master Class in Valuations and Synergies :
taught by Hagen H. Rogers


Taught by Hagen H. Rogers, who has been completing corporate valuations for clients for over 14 years, the primary focus of the Master Class in Valuations and Synergies is to teach participants the practical applications of the theoretical methodologies. In the valuation sessions, perfect your understanding of the three most frequently used methods: the public and acquisitions comparables methods and the discounted cash flow method. In the valuation portion of the class we will cover:

  • Discounted cash flow approach fundamentals
  • Capital asset pricing model
  • Calculating terminal value
  • Adjusting values for liquidity and control
  • Triangulating between various valuation methods
  • Challenges acquirers face in valuation efforts
  • Valuation considerations as the acquirer

Synergies are the glue that hold M&A together. They are so important that deals that have no foreseeable synergies are very likely to destroy value in the long term. Synergies become a foundation for developing strategy for post-merger integration. And yet, in many transactions, synergy bias becomes an obsession for many executives. In their attempts to stack up incremental value through synergies, they make unwise decisions and investments. In Day 2, we will cover the following topics on synergies:

  • The different types of synergies
  • Valuing financial synergies
  • Valuing contingent synergies
  • Challenges acquirers face in valuation efforts

Day Three - A Master Class in Strategy:
taught by Dr. David H. Furse

M&As that fail to meet their potential happen when the acquirer has not adequately prepared itself to be acquisitive. When a merger or acquisition is not part of a clear, well communicated strategy, it is likely to underperform. The odds are against it from the start. It is like embarking on a journey without a map. Every time you get lost, it costs you money. Developing an executable strategy is the most essential skill of a leader.

Since strategies play out over years, they tend to lose momentum if they are too complicated—sort of like wind drag on a race car. The more pages it takes to describe your strategy, the more likely it is to fail. In the Master Class in Strategy, you will learn an approach to strategy called StrategyMap©, which requires you to create a picture of the future with six quantifiable milestones. These are your strategic vision and roadmap. Management guru Peter Drucker observed that that no one can predict the future, so you need to create it. Your strategic vision and roadmap communicate the future you intend to create and how you will get there.

In this capstone class you will learn:

  • How to identify trends that will drive growth while tackling critical issues
  • Learn the StrategyMap© approach to diagnosing, designing, and developing your strategy
  • Develop your strategy roadmap and your strategy narrative
  • Reconsider the concept of the business model and how to differentiate yours from your competitors
  • The strategy launch - learn how to successfully launch your strategy over a six-month period
  • Leadership team culture - analyze what competencies are needed and reconsider the best culture to optimize the strategy
Hagen H. Rogers

Session Leader: Hagen H. Rogers

Watermark Advisors Executive Managing Director - Investment Banking

The more than 100 client assignments that Rogers has successfully completed in his 19-year investment banking career include sell-side, buy-side mergers and acquisitions, public and private capital financings, valuations, expert witness testimony and fairness opinions. Prior to directing Watermark Advisors, Rogers served investment banking clients as Vice President at Wachovia Securities. He began his career with NationsBank in corporate banking and with Chase Securities in investment banking. He is a member of the Southern Capital Forum and Financial Executives Network Group. In addition, since 2007 Rogers has spoken nationally to hundreds of CEOs on the topic of "How to Win in Investment Banking Transactions," in Atlanta, Birmingham, Greenville, Knoxville, Los Angeles, Louisville, Phoenix, San Diego, and Seattle. Rogers started Watermark Advisors in 2002. He has taught the Master Class in M&A to a multitude of corporations and is scored by attendees on his presenter's skills and on the content of the class overall. Currently he has a mean average score of 9.4 out of 10 for presenter's skills and the content he teaches has a mean average score of 9.0 out of 10.

Hagen H. Rogers

Session Leader: Dr. David H. Furse

Strategy Consultant

Dr. Furse serves clients as Watermark's Senior Consultant on strategy, a subject matter in which he has over thirty years of experience. He created the StrategyMap© process for rapid strategy development and implementation. He is co-founder of Executive AURA, a leadership and strategy training company helping leaders "Think, Lead and Act like a CEO". Dr. Furse taught at Vanderbilt University from 1977-1983 in the Owen Graduate School of Management, after which he launched NCG Research, which he grew to serve over 600 hospitals in three countries. He sold the business to an investor group in 1998 and rejoined the Vanderbilt faculty. For 10 years he taught the Capstone Strategy Projects course to Executive MBA students. Dr. Furse is also founding director of mentor training of the Nashville Entrepreneur Center, an internationally recognized not-for- profit organization that screens, mentors, and incubates high-potential start-up businesses. Earlier he was an infantry officer in the U.S. Army where he served in the John F. Kennedy Special Warfare School and later as a Public Information Officer with the Ninth Infantry Division in South Viet Nam. For his service in Viet Nam, he received two Army Commendation Medals, two Bronze Stars, two Air Medals, and a Purple Heart.

10 out of 10. All was excellent information that can be used/applied at different levels of company integration.

President & CEO of a composite manufacturer


Provided a great base of knowledge on how to prepare and avoid the mistakes and pitfalls of the M&A process.

President, large privately owned specialty paper manufacturer


Great class! Very glad I was able to attend. Highlighting the strategy session as a precursor to M&A is great. Also for the attention paid to post-deal acquisition.

SVP, Director of Strategic Initiatives of a large, publicly traded commercial bank


Excellent class. Gained a lot from the perspective of other participants as well as the presentation.

CFO, large privately owned electrical wholesaler


I think the class evidenced great knowledge of the real needs of those of us in the audience and it was presented in a very easy way to understand. Thank you!

CFO of Global manufacturer of animal nutrition products


Registration

Sept. 28-30, 2016. Choose single sessions or register for all three days. (Space is limited.)

Register Now

Single Day
$1,750

Two Days
$1,750

Full Certificate
$4,250

For more information on the Certificate of Mastery in Mergers and Acquisitions, please email pfurry@watermarkadvisors.com.

Contact Nan Johnston at 864.645.2200 or by email at ejohns5@clemson.edu for reduced registration rates for groups of 3 or more.

Have questions about this program? Send us a note.






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