Alliance of Merger & Acquisition
Advisors® is very pleased to
partner with the
Thunderbird Center for Global
Entrepreneurship
for the first . . .
CM&AA – International Focus
Thunderbird Center for
Global Entrepreneurship
No. 1 Ranked School of International Business
January 19 – 23, 2015
The Complete Five-Day Experience - $4,995
 1st advanced professional training program
includes online exam
 International Focus – Cross Border M&A
 AM&AA will award a CM&AA certificate and
TCGE will award a Certificate of Training in
Mergers and Acquisitions
 AM&AA membership dues for 1 year
 All PowerPoints and support materials
 40 CPE hours awarded
Apply Here
Offered for the first time at the Glendale, AZ
campus (near Phoenix)
Thunderbird Executive Inn – On Campus
(Additional $1,000)
Contact us at:
AM&AA
877-844-2535
info@amaaonline.org
Thunderbird School of Global Mgt
602-978-7256
carol.pacelli@thunderbird.edu
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Well appointed guest room for 5 nights
Complimentary Wi-Fi
All Meals – hot breakfast, continuous AM and PM break
service, lunch and dinner
Swimming Pool and Fitness Center Access
24-hour Front Desk
Ask for the AM&AA Group Rate – for reservations call
602-978-7987
Required books available for purchase through Amazon.com
5-day Curriculum Outline – AM&AA/Thunderbird
Day 1 “The Private Capital Marketplace”
 Private Finance for Middle Market Companies
 The “Bizarre Bazaar” Where are these deals sourced and what are ways to intermediate internationally for deal
flow?
 Internal Business Transfers – (ESOPS, charitable trusts, family)
 External Business Transfers
 Negotiating and Structuring the Deal
 New Rules for Value Creation
 Going Public vs. Going Private
Day 1 “M&A Value Engineering”
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Learn skill sets to expand your practice into value growth advisory services
Intrinsic Business Value vs various types of Transaction Value
Discounted cash flow approach to calculating value
Practice development opportunities – how to develop a pipeline using value growth engineering as a lead-in
Day 2 “The Dynamics of an M&A Engagement”
 Analyzing the Current Capital Structure
 Normalizing Financial Statements – preparing your analysis for the implications of cross-border roll-ups and risk
management
 Preparing Prospective Financial Statements – IFRS vs GAAP . . . What do I need to know about how these and other
conventions make this different?
 How to Market M&A Expertise
 “Sell-Side”/”Buy-Side” Representation – Need for cultural and business translation and intermediation
 Traditional Investment Banking Process
 M&A Practice Management
Day 3 “Business Valuation and M&A Standards”
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Traditional Business Valuation Approaches and Methods
Transactional Valuation Theory
Theoretical Problems with WACC
Multi-constraints Value Maximization and Optimal Capital Structure – Integrating ROI, Debt Capacity and Debt
Service
 Different Valuation Conventions and Preconceptions by Geography and Cultural Orientation – Do all markets see
valuation in the same way?
Day 4 “M&A Tax Issues”
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Stock vs. Asset Sale Impacts for Buyer and Seller
Complex and Creative Tax Structuring Solutions
Statutory Merger and Acquisition Rules
Tax Deferral and Minimization Strategies
Trapped Value & Cash – Cross Border Holding Structures and Tax-Driven Repatriation and Recapitulation Schemes
Tax Haven Holding Companies, Coupon Stripping Inter-Co Debt, Transfer/Sale of Working Assets to low-tax
jurisdictions
Day 4 “Acquisition & Growth Financing”
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Financing Business Acquisitions
Working Capital Basics
Use of Multilateral Trade Finance and Export Credit Agency Risk Mitigation
World Bank and OPIC/IFC Programs for Accessing Capital Internationally (Debt and Equity)
The Role of Credit Insurance in Emerging Market Transactions
Use of Customs House Brokers – How to Use Them and Why
Overview of Debt Financing
Overview of Equity
Mezzanine Financing Alternatives
Day 5 “M&A Legal Issues”
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Legal Aspect of the Deal Structure/Due Diligence
Registering to do Business In-Country
Currency and Foreign National Ownership Restrictions and How to Manage Them
Representations and Warranties
Earn-outs and Employment Agreements
Shareholder and Operating Agreements
Regulatory Laws/Securities Laws
Day 5 “Entrepreneurial Finance”
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Foreign currencies on cash flow, revenues, costs, assets/liabilities
Trade financing
Being a foreign domiciled firm
Having a foreign-based dispute resolution and legal systems
Qualitative factors such as: management, product, technology, market position
A system of how to combine quantitative and qualitative analysis to assist in making conclusions with respect to
value will be presented.