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Private Equity - Negotiation & Investment Structuring

Start Date:
3. September 2018
Finish date:
9. January 2019
Code:
PE300
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Description

Private Equity - Negotiation & Investment Structuring

 2-Day Executive Education Training Programme

This course is available on an in-house basis only - To have this delivered for your team, please contact us.
Pricing is from GBP7995 + VAT (where applicable) for a group of up to 8 attendees
For bigger groups or for training delivered outside London, please contact us for a quote

Programme Overview

Private Equity – Negotiation and Investment Structuring - This is an intermediate level, 2 day series of workshops focusing directly on modern practice, in both the buyout and growth capital arenas.  It is an exercise driven skill enhancement programme for front line private equity practitioners, advisers and managers.  Delegates will have a familiarity with the basic tenets of private equity and be seeking to refine their practical structuring skills and understanding.
 
The programme format entails high levels of participation from delegates, in case studies, exercises, simulations and debates. All tools and models used come from actual, modern practice and learning is heavily focused on real life case studies. Formal lecturing is reduced to the essential minimum required.
 
Delegates will be expected to arrive with an understanding of basic financial and accounting concepts and familiarity with spreadsheet models, but the programme is highly flexible in coping with different degrees of experience. A willingness to participate actively is essential. 
  
The key areas addressed by the programme are organised into four main topics. Although approximately half a day is allocated to each, it should be noted that the highly interactive nature of the course, and the flexible response to delegates’ needs and interests, mean that this may well vary significantly.

Course Director 

Garry Sharp has been active in the private equity markets as a practitioner, trainer, writer and adviser since 1985, when he joined a nascent UK venture capital firm. He participated in the firm’s own management buyout in 1989, its subsequent rapid growth and in its sale to a major financial institution in 1996. Following this sale, he co-founded Indepedent Direction, a specialist advisory focusing on the management aspects of private equity investments; this firm too achieved rapid growth and was successfully sold in 2005. To read Garry's full profile, please click here

Course Outline

Day 1 Topics

Session One - Investment Structuring and Valuation
 Learning Objectives:
• Review and consolidation of fundamental structuring   principles
• Alignment of interests and motivations
• Valuation tools, techniques and templates
• Variety and use of differing instruments
• Specific techniques for protecting minority stake investors
• The use, and potential dangers, of ratchets
 
Presentation Topics:
•  A simplified PE portfolio, demonstrating the effects of portfolio spread, return maximisation, the value of running yield
• Key investment instruments and their use; flat share pricing vs share premia
• Preference, income, redemption, control triggers
• Valuation ranges, sense checks, reconciling DCF and multiple driven valuations (growth assumptions, discount rates)

Exercise 1 - Delegates will structure a simple growth capital investment, initially without the use of a spreadsheet. This exercise is designed to consolidate understanding of:
•  The key drivers of private equity returns
• The effects of introducing various investment instruments
• The dangers of relying purely on spreadsheets

Session Two - Applied Structuring
Learning Objectives:
This is an entirely exercise driven session intended to allow delegates to explore:
• The practical application of key investment structuring techniques
• Refinements and the use of more advanced structures
• Approaches to negotiating investment structure

Exercise 2 -Delegates will split into groups; some will play the owner managers of a successful, established family company which needs to raise capital to address a strategic issue,  the other groups will play the role of private equity executives. The groups will, after preparation, meet and attempt to negotiate the outlines of a transaction. This exercise will require delegates to:
•  Communicate to an operating management team the key elements of the PE / investee relationship
• Identify and align key strategic objectives and motivators
• Outline the broad parameters of a proposed investment structure and explain its rationale
• Absorb feedback from negotiating counterparties and refine proposed structures

The negotiations will be video recorded in order to enhance the value of the post-exercise review.

Day 2  Topics

Session 3 - Change of control / buyout investments
 Learning objectives: This session will give delegates context and background to:
•  Alternative routes to value creation for control investors
• Buyout structuring techniques and their applicability to growth capital investments
 
Presentation topics:
• Value creation in buyouts - the three key routes
• Current practice and market pressures
• The buyout model
• The use of leverage
• Incentivising operational management
• Types of debt and their application
 
Exercise 3 - Delegates will play the role of corporate finance adviser to the CEO of a buyout target company. The basic structure of a buyout will be developed by the group as a whole, led by the programme director. A last minute structuring challenge will then be introduced which delegates will be asked to resolve in groups.
 
Session 4 - Human Factors and Negotiation
Learning Objectives: Structuring investments is not simply a numerical exercise. The private equity model depends on close partnership between investor and operating management team, and the investment structure will both reflect and shape this partnership. An understanding of this is essential to a successful PE executive, as is a sound understanding of the specific challenges of negotiating PE investment structures.
 
Presentation Topics:
•  Understanding the entrepreneur; drivers and motivators
• The negotiating pyramid
• The principles of negotiation
• Framing an agreement
• Approaches and Tactics
• Positional bargaining
• Principled negotiation
• Anticipation and analysis of your counterpart’s actions
• Formulating a negotiation plan in team settings

Exercise 4 - Delegates will role play an acquisition negotiation, in an exercise designed to highlight the importance of non-financial considerations.
 
Course review and wrap up  

 

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You can register for this programme in 3 easy ways:

1. Online: using the ‘Book Now’ button found on this webpage
2. Email: Scan and email to us your completed 1-page registration form, found on this webpage by using the ‘Download Brochure’ link (located top right of this page). Please email the completed form to info@ascentium-associates.com
3. Telephone: Call us on +44 207 193 5423


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Cancellation Policy - Attendee cancellations received more than fifty (50) days in advance of the course will receive a full refund of the fees paid for a course. Cancellations received from forty-nine (49) to thirty six (36) days in advance of the course will be subject to a fee of 50% of fees paid. All cancellations must be made in writing (by letter, or email - proof of receipt will be required) to the relevant contact at Ascentium Associates or via This email address is being protected from spambots. You need JavaScript enabled to view it.">This email address is being protected from spambots. You need JavaScript enabled to view it. .Unfortunately no refunds will be made for cancellations made within thirty five (35) days of a course. Cancellations received less than thirty five (35) days in advance of a course will receive a 100% credit to be used at another course for up to 12 months from the cancellation date.

Substitution Policy - A registered attendee may transfer this place on a course to another colleague from the same organisation provided we are notified in advance of the commencement of the course.

Postponement Policy - Ascentium Associates reserves the right to postpone a course at any time in advance of a course if it becomes necessary to do so. Examples include but are not limited to: if the course trainer were to become unavailable and no alternative replacement found in time, or if we receive an insufficient number of registered attendees that would be required to effectively run a course.

If a course is postponed, delegate payments already received are entitled to a full refund of fees paid or they can elect to have the funds credited towards the fees of a future course and receive a 10% discount.

Ascentium Associates will confirm the status (running or postponed) of a course up to 2-3 weeks (or earlier) before a course’s scheduled dates and will contact attendees by email. It is advised that attendees do not undertake any accommodation or travel  arrangements until it is confirmed that a course will run. Ascentium Associates are not liable for any costs incurred by delegates if it becomes necessary to postpone a course.

Force Majeure - Force Majeure refers to circumstances beyond our control that make it impossible to run a course.  This includes but is but not limited to circumstances such as: bad weather conditions, acts of God, disasters, acts of terrorism, acts of war, strike action, regulations or orders of governmental authorities, civil unrest. In the case of force majeure, we reserve the right to keep attendee fees as a contribution to all incurred course related costs, such as venue and administrative costs.

Travel and accommodation - The course fee does not include any travel or accommodation costs incurred by attendees. Whilst Ascentium Associates may suggest accommodation nearby the training venue, we are not accountable for making any bookings for accommodation or transportation arrangements on behalf of attendees. Attendees are responsible for their own transfers to and from the training venue and we will not accept any liability for any transport disruption an attendee may encounter. Our cancellation policy applies if an attendee is unable to attend all or part of a course.

Course Leader and External Experts - Whilst course trainers and any external speakers and subject matter topics are confirmed in advance of the course, there may be circumstances beyond our control for which we reserve the right to change any aforementioned trainers, speakers or topics.

Programme contents – The course contents delivered verbally or provided in any format are purely for education and information purposes only and do not constitute advice or any course of action. Whilst all reasonable care has been taken for contents to be accurate and up to date, Ascentium Associates accepts no liability for any incompleteness or inaccuracy. Ascentium Associates accepts no liability whatsoever for any direct or consequential loss arising from the use of the contents of a course.

Programme Fee -  Fees allow attendees to go to all the training sessions and food and beverage refreshment breaks at the course. The fee also includes tuition and the training materials, which will be given at the course. Where applicable, the fees  are subject to local taxes such as VAT and these are charged upon registration.

  1. Payment - Full cleared payment of the fees must be received in advance of attending a course. Failure to do so may result in an attendee not being allowed to participate in the course. Payments can be made by most credit cards or wireRegistrations received fifteen (15) days or less before a course commences, then the payment must be via credit card.

Membership fees - Full cleared payment of the membership fees must be received in order to benefit from member rates. The annual membership fee applies for a full calendar year and is only refundable if the very first programme related to the member is postponed and a refund is requested. Even if only one programme is booked per annum, the membership fee is not refundable even if no more courses are booked during the remainder of year. 

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