Mergers and Acquisitions
Why Attend
This practical course covers the key steps in the Mergers and Acquisitions (M&A) process, from the initial step of valuing the shares in a company through to closing the deal. Whether or not participants practice M&A, this course will provide them an insider's look into what is an undeniable major force in today's corporate arena.
This course will give participants an A-Z understanding of the M&A process and the ability to evaluate whether a merger or acquisition fits with their organization’s strategy. As a result they will identify the most lucrative M&A opportunities, select the best partners and get the maximum reward from the deal.
This course is also offered in Virtual Learning, click on the course below.
Overview
Course Methodology
In this interactive training course participants will frequently work in pairs as well as in larger groups to complete exercises, and regional and international case studies.
Course Objectives
By the end of the course, participants will be able to:
- Identify attractive Mergers and Acquisitions (M&A) opportunities
- Formulate the initial steps and the preliminary agreements for a merger or acquisition
- Carry out a full due diligence into the state of affairs of a target company
- Understand the Share Purchase Agreement (SPA) and the Asset Purchase Agreement (APA)
- Take an active role in the exchange and completion stages of a merger or acquisition
- Be an effective part of the post-merger integration to ensure the smooth running of the new organization
Target Audience
This course is suitable for anyone involved in the identification, planning and execution of a Mergers and Acquisitions opportunity. This includes, CEOs, managing directors, general managers, financial directors, accountants, board members, commercial directors, business development directors, strategy planners and analysts, and in-house council.
Target Competencies
- Identifying M&A opportunities
- Due Diligence
- Organizing Acquisitions
- Structuring Negotiations
- Post-acquisition Integration
- Post-acquisition Audit
Note
The Dubai Government Legal Affairs Department has introduced a Continuing Legal Professional Development (CLPD) programme to legal consultants authorised to practise through a licensed firm in the Emirate of Dubai. We are proud to announce that the Dubai Government Legal Affairs Department has accredited EMG Associates as a CLPD provider. In addition, all our legal programmes have been approved.
This PLUS Specialty Training Legal course qualifies for 4 elective CLPD points.
Course Outline
- Fundamentals of Mergers and Acquisitions (M&A)
- Distinction between Mergers and Acquisitions
- Types of Mergers & Acquisitions:
- Horizontal
- Vertical
- Conglomerate
- Knowledge of areas of law required in M&A
- The Preliminary documents required in M&A
- Heads of terms- legally binding?
- Confidentiality – do they need to be in writing?
- Lockout/exclusivity agreements- requirements for enforceability
- How to structure the Acquisition
- Share sale:
- Advantages and disadvantages from the buyer’s perspective
- Advantages and disadvantages from the seller’s perspective
- Business sale:
- Advantages and disadvantages from the buyer’s perspective
- Advantages and disadvantages from the seller’s perspective
- Hive down
- A combination of assert sale and share sale
- Share sale:
- Looking at different valuation techniques:
- Real Estate Value
- Relief from Royalty
- Discounted Cash Flow
- Market Multiples
- Dividend Yield
- Net Assets
- The Due Diligence Process
- What is it?
- Why do it?
- Scope of due diligence:
- Legal
- Financial
- Commercial
- Operational
- The Purchase Agreements:
- Share Sale Purchase Agreement v Asset Purchase Agreement v Business Purchase Agreements:
- Provisions in a Share Purchase Agreement
- Importance of warranties and indemnities in purchase agreements
- Negotiating warranties from a Share Purchase Agreement
- Contractual protection for the seller
- Disclosure letter
- Share Sale Purchase Agreement v Asset Purchase Agreement v Business Purchase Agreements:
- Intellectual property
- What happens to IP in M&A
- Stages of the IP during the M&A process
- Dispute resolution in M&A:
- Litigation
- Arbitration
- Mediation
- The exchange and completion stages of M&A:
- Seller’s document
- Buyer’s document
- The auction process:
- The relevant stages
- Advantages and disadvantages from the buyer’s and the seller’s perspective
Schedule & Fees
Virtual Learning
This course is also offered in Virtual Learning, click on the course below.
Course Contact
Contact me if you have any questions.
I speak English & Arabic!
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