M&A Master Class

How To Win At M&A
February 18-22, 2019, Dallas, Texas

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Who:
Top Level Executive Leadership (C-Suite corporate team members or single participants)

What:
This is a fast-paced, comprehensive one-week interactive and engaging education program that teaches best practices utilized by companies that achieve the highest return on investment for their respective mergers or acquisitions.

Where:
Le Meridien Dallas
The Stoneleigh
2927 Maple Ave
Dallas, Texas

When:
Monday, February 18th through Friday, February 22nd, 2019 (five days)

Why:
Participants will leave with a thorough understanding of the M&A processes that drive successful outcomes.

How:
Participants will walk through a series of instructional sessions and interactive case studies showing:

  1. The strategies of M&A (a necessary foundation),
  2. Preparation best practices (the core disciplines of M&A),
  3. Valuation and synergies (an integral part of successful M&A),
  4. Due diligence best practices (critical to reducing risks from M&A)
  5. The transaction phase of M&A (including deal structuring and legal), and
  6. Integration execution (a necessity for capturing ROI).

FEE: $9,500

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CPE Credits: Clemson University confers 37.5 Continuing Professional Education hours (7.5/day) toward CPA annual requirement.


  1. More companies fumble the M&A process than succeed at it! Here's the proof:
    1. A Harvard Business Review article in 2011 found that the overall M&A failure rate is between 70% and 90%.
    2. Companies spend more than $2 trillion a year on acquisitions, yet over two-thirds (68%) rated their company's overall capability and readiness level for M&A as "very poor, poor, or average" (from a 2014 study by the M&A Leadership Council)
    3. Another study tracking 12,000 M&A transactions over a 20-year period found that acquisitions in the USA led to losses of more than $200 billion for shareholders (from a 2014 study by National Bureau of Economic Research).
    4. Finally, only 20% of finance executives involved in M&A said their transactions were "very successful" as measured by revenue growth, synergies, cost reductions and retention of key talent (from a 2012 five-year study by the Canadian Financial Executives Research Foundation).
  2. Most don't realize their errors until it's too late. Those who fail at acquisitions usually do not realize it until about two years after their acquisition transaction has closed.
  3. The majority of acquirers fail to meet their goals because key elements were missed, even though most companies work with sharp attorneys and accountants (and often investment bankers) to create well-structured deals that appear to resolve all the gaps between the buyer and seller.
  4. The most successful M&A events utilize a comprehensive approach by utilizing a more thoroughly educated, prepared, and savvy deal team consisting of internal and external members that have mastered all of the processes involved in M&A.
  5. Most infrequent acquirers learn "how to do M&A" when they experience live transactions. Learning by doing does not provide an adequate understanding of how M&A works and generally leads to costly errors and omissions.

The only answer to a successful deal is to master these processes well in advance. Company leaders need to engage in learning and prepare themselves far ahead of the actual M&A transaction. However, there is a notable caveat. 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. With such a large number of failing M&A transactions, wise C-Suite executives should be well-educated before they search for and conduct the kinds of acquisitions they want and need to reach their strategic goals.


This class is intended for a company's C-Suite executives and board members who would be involved in the merger or acquisition process. This might include just one company representative or several representatives.

NOTE: Since a contributing factor to ROI failure is that companies often under-resource their internal acquisition team, we recommend that, where possible, a small team of the top 3-4 leaders is the wisest deployment for this course for optimal bench strength.


Monday: M&A Foundations
(with Dr. David Furse)

On Day One, you will begin by learning how strategy and M&A mix. This includes:

  1. The five different types of M&A,
  2. How to craft a custom strategy,
  3. Building out and strengthening your internal & external M&A team,
  4. Identifying and prioritizing attractive markets for expansion,
  5. Creating an Acquisition Guideline Statement,
  6. Identifying and evaluating a target company,
  7. Successful and creative ways to approach targets to build interest,
  8. Which fumbles and landmines you should be watching for,
  9. Hurdle rates and how M&A should be measured.

Goal for the Day: To learn which type of M&A would best position you for success, advance your competitive position, and maximize shareholder value.


Tuesday: Valuation and Synergies
(with Hagen Rogers)

The primary focus of Day Two is to teach you the methodologies involved in valuation and synergies.

  1. Intrinsic Valuation - Discounted cash flow approach fundamentals,
  2. Relative Valuation methods
  3. Other Valuation methods
  4. Triangulating between Intrinsic, Relative & Asset based Valuation methods
  5. Conventional misunderstandings and mistakes made in valuation process
  6. Synergies Valuation methodologies
  7. Revisions to Valuation for acquisitions

Goal for the Day: Learn through the case study method, and strengthen understanding of valuation and synergy best practices to mitigate risks and mistakes.


Wednesday: Due Diligence
(with Craig Arends, Andrew Finkle, Kim Orsolits, and Myron Radio)

On Day Three, you'll move into the heart of deal making and the due diligence best practices that are crucial to success.

  1. Financial due diligence
  2. Tax due diligence
  3. Human Resources due diligence
  4. Leadership and Cultural due diligence
  5. Commercial due diligence
  6. Information Technology (IT) due diligence

Goal for the Day: To provide a thorough understanding of due diligence best practices and where the mistakes are most often made.


Thursday: The Transaction Phase
(with Hagen Rogers and Wilson Chu)

During Day Four, you will participate in a realistic M&A simulation that will reveal the pressures and challenges of closing a transaction. You will experience first-hand the challenges of collaboration and communications between the various task groups.

  1. Best practices around key systems of making a deal during a typically tight exclusivity period,
  2. Understanding transactional legal documents,
  3. Planning and executing challenging negotiations with the seller and their counsel,
  4. Deal design objectives,
  5. Various patterns and trends in forms of payment & financing,
  6. Working out the terms of the deal.

Goal for the Day: To recognize and appreciate all the processes and skills required to thoughtfully close an acquisition which is well-positioned for strategic success and favorable ROI after the close.

Friday: The Integration Phase
(with Scott Whitaker)

The last day takes you through the most difficult and overlooked phase. Underperformance after the deal closes is very common and a key contributor to why M&A goals are not met.

  1. Defining the integration challenge,
  2. Essentials of integration due diligence,
  3. Essentials of integration governance,
  4. Defining the integration strategy and objectives,
  5. Communications and culture,
  6. Mobilizing the Integration Management Office (IMO)
  7. Integration work plan overview,
  8. Synergy program management.

Goal for the Day: To provide the key drivers and tactics required to create a scalable and repeatable integration playbook and build internal expertise and support for future transactions.


Hagen Rogers

Hagen Rogers, Emcee

Executive Managing Director
Watermark Advisors
Greenville, SC

Investment banking services and counsel specializing in The M&A Bridge, a collaborative, comprehensive approach for acquirers.

Craig Arends

Craig Arends

Principal
CliftonLarsonAllen LLP
Saint Paul, MN

Led buy-side and sell-side quality of earnings reports for private equity groups, venture funds, and various investment banks primarily in manufacturing, distributors, healthcare, food, technology and construction.

Wilson Chu

Wilson Chu

Partner
McDermott, Will & Emery
Dallas, TX

Specializing in M&A law, creator of the American Bar Association's Influential M&A Deal Points Study, and founding co-chair of the University of Texas M&A Institute

Andrew Finkle

Andrew Finkle

Principal
CliftonLarsonAllen LLP
Plymouth Meeting, PA

Tax attorney and CPA advising U.S. and multinational strategic and institutional buyers regarding tax implications of M&A transactions.

Dr. David Furse

Dr. David Furse

Adjunct Professor
Vanderbilt University
Nashville, TN

Consulting on developing the leadership team and strategy development.

Kim Orsolits

Kim Orsolits

HR Practice Leader
CliftonLarsonAllen LLP
Orlando, FL

Guidance in human capital matters, HR laws, and best practices.

Myron Radio

Myron Radio

President
The R Group
Washington, DC

Specializing in leadership & organizational change, transition & transformation.

Scott Whitaker

Scott Whitaker

Partner
Global PMI Partners
Atlanta, GA

Partner & two-time author and expert on M&A integration best practices.

I've attended quite a few business seminars / courses over the course of my career, but I can't think of any that were better taught and more substantive than this one. Hagen is a natural teacher and the material was comprehensive and relevant yet not overwhelming. The program was everything I'd hoped it would be. Thanks to Clemson for putting this on and to Hagen and the other instructors for such great delivery.

Managing Director – Manufacturing of pneumatic fittings, valves and cylinders


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&Amp;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&Amp;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


Great job of focusing on influence and culture in successful M&Amp;A.

Executive Leadership of a large plastics manufacturer


Registration

February 18-22, 2019, Dallas, Texas.

Fee: $9,500 per person

Register Now

Class Schedule

DateSession
2/17/19Reception & Networking Event
2/18/19M&A Foundations
2/19/19Valuation and Synergies
2/20/19Due Diligence
2/21/19The Transaction Phase
2/22/19The Integration Phase

Have questions about this program? Send us a note.






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