Giddy | Euromoney Advanced Corporate Finance Workshop

Euromoney Training
www.euromoneytraining.com

Advanced Corporate Finance
Instructor:
Prof. Ian Giddy
New York University

Advanced Corporate Finance involves the effective use of analytical techniques, new instruments, and financial restructuring to increase the value of a company.

The Workshop

This workshop will be taught around five major topics employing in-depth group work on case studies, financial analysis and deal structuring. The focus will be on identifying situations that call for nonstandard corporate finance solutions, the valuation of businesses, and the design and pricing of the appropriate financing instruments. Examples of such situations include debt restructuring, recapitalizations, IPOs, private equity and management buyouts, divestitures and acquisitions.

We review the key decisions - investment, financing and risk management - that contribute to shareholder value. Running through the key computations and numbers of corporate finance, we discover the assumptions behind common models and ratios used in valuation of a company, in mergers and and other forms of corporate financial restructuring. We apply this to several case studies, revealing also how an acquisition, divestiture or restructuring can alter the value of a company -- for better or for worse.

One goal for participants is to develop a check list or rapid overview of the key criteria in a structured finance deal, to consider when analysing a proposal, so as to grasp the main strengths and risks of each structure after an initial rapid analysis.

The workshop will include case studies of actual corporations and their financings, as well as hands-on exercises, and will give participants the opportunity to demonstrate their understanding of deals through presentations and discussions.

Who Should Attend?

The seminar is of relevance to both corporations and financial service professionals: corporate finance officers, commercial and investment bankers, securities analysts; investment officers; corporate treasurers and other individuals whose professional future may be enhanced by an understanding of advanced corporate finance techniques.

Materials

Participants will be provided with a package of materials useful to the structuring and analysis of corporate financing and restructuring techniques, including pertinent articles, rating agency reports and sample spreadsheets from actual deals done in Europe and elsewhere.

Features of the Course

What can delegates expect to gain from this course?

Learn or update fundamental corporate finance skillsIdentify the key value drivers as well as the vulnerabilities of a business Master methods to calculate the cost of capital
Apply corporate valuation models, including asset-based, comparables and cash flow methods
Improve any company's value by reassessing the optimal capital structure
Measure and manage financial risks using derivatives and financing techniques
Understand the use of credit derivatives to manage credit risk
Apply advanced financing techniques, including securitization, leveraged and mezzanine finance
Be able to identify appropriate valuation techniques for unusual situations such as distress, synergistic mergers, and going private
Apply the principles of corporate finance in both developing and developed markets

Course Outline

Date	Topics	Resources
Day 1	The Job of the CFO Why finance matters -- and why most companies are undervalued The 5 principles of corporate finance The corporate value drivers, and how to change them Measuring value: implementing the free cash flow approach Valuing a company at the equity level versus whole-firm value How business risk combined with financial risk influences investors' return expectations Leverage: the good, the bad and the ugly Case study: Autolinks. Delegates evaluate the business and financial risk of this Finnish private company, and how it impacts the company's financing. Value Creation Through Corporate Financing Decisions Methods of Effective Cost Analysis: how to measure the cost of debt, cost of equity, and weighted-average cost of capital Adjusting the costs of debt and equity for leverage Synthetic ratings and debt pricing Corporate taxation and capital structure Finding the optimal capital structure: debt, equity or mezzanine? Case study: Oracle. Delegates compute the effective cost of capital for a company with various degrees of leverage, and consider how leverage fits in with the company's business and financial strategy. Using debt and derivatives to manage financial risks Structured finance techniques: when it makes sense to use them Case study: A Day in the Life. Delegates compare the techniques and effective cost of various structured bond issues.	Presentations acf-intro.pdf acf-financing.pdf Case Studies Autolinks Oracle A Day in the Life Articles Warren's World Notes on cost of capital and capital structure . Spreadsheets beta.xls Industry betas wacc.xls SAP Oracle solution
Day 2	Valuing the Business Valuation as a tool to discover value-drivers and restructuring opportunities Asset-based valuation Using comparables Discounted cash flow analysis Case study: Active Generation. The owner of a private fitness-center network aims to sell to a strategic buyer, but wants to get the best price. What method should he use to value the business? Applying Valuation Methods to Mergers, Acquisitions and Divestitures Corporate M&A strategy: how to win, how to lose Sources of value gains from acquisitions Restructuring checklist Total cost computation Identification and valuation of operational synergies Identification and valuation of control gains Case study: Optika. A spreadsheet-based analysis of the stand-alone and merged value of two German optical companies helps to show how a constant-growth model can help focus on the drivers of the company's value. Case study: MTC-Celtel. Merger synergy analysis. Break-up valuation Case study: Pinault-Printemps-Redoute Delegates learn how to perform a before-and-after divestiture analysis	Presentations acf-valuation.pdf acf-mergers.pdf Case Studies Active Generation Optika MTC-Celtel Pinault-Printemps-Redoute Articles Methods of Corporate Valuation Spreadsheets Valuation-related spreadsheets Active Generation spreadsheet Optika.xls breakup.xls Celtel solution
Day 3	Corporate Financial Restructuring What is corporate financial restructuring? Applying the value drivers to corporate restructuring Organizational vs financial restructuring Leveraged build-ups and leveraged recapitalization Case study: RoadShow. Delegates consider the method of empowerment ownership restructuring proposed by this company, from the point of view of outside shareholders as well as managment. Financial distress, bankruptcy and reorganization Debt-for-equity swaps and other forms of distress-driven financial restructuring Case study: Deaths-R-Us. This company is suffering the burden of excessive debt. Delegates work out how banks, shareholders and management can restructure the debt so as to restore the company to financial health. IPOs and LBOs Going public: liquidity and value gains Case study: The IPO of Telkom South Africa and Telkom ADR What kind of equity offering and pricing is needed to make the company attractive to equity investors, domestic and foreign? What kind of rate of return would such investors expect? Why go private? Case study: Webhire Chooses Privacy Implementing a management buyout: senior, mezzanine and equity finance Case study: The LBO of Plato Data. Delegates apply the tools and ideas of the course to undertake a step-by-step analysis of a company's debt capacity and exit strategy. Summary and Recap	Presentations acf-restructuring.pdf acf-IPO-LBO.pdf Case Studies RoadShow Deaths-R-Us IPO of Telkom Telkom ADR Webhire Plato Data Articles Corporate Financial Restructuring Spreadsheets Debt restructuring Truck Toys lbocapacity.xls Plato Data spreadsheet Deaths-R-Us Corporate Finance and Debt Capacity Tables
About the Instructor Ian Giddy has taught finance at NYU, Columbia, Wharton, Chicago and in over forty countries abroad for the past two decades. He was Director of International Fixed Income Research at Drexel Burnham Lambert from 1986 to 1989. The author of more than fifty articles on international finance, he has served at the International Monetary Fund and the U.S. Treasury and has been a consultant with numerous corporations and financial institutions in the U.S. and abroad. As a banker and consultant he has been involved in the growth of the global capital market in the USA, Europe and Asia. He is the author or co-author of The International Money Market, The Handbook of International Finance, Cases in International Finance, Global Financial Markets, Asset Securitization in Asia and The Hudson River Watertrail Guide. He and his wife are the founders of Cloudbridge, a private nature reserve in Costa Rica.