Dates                                                                                  
 
17-18   November 2008
23-24 March 2009
29-30 June 2009
26-27 October 2009                   
  
 Course Overview

This is a highly practical two-day programme designed to provide participants with an in-depth view of buy-outs.

Participants will develop a thorough understanding of the commercial and technical issues, a detailed understanding of the buy-out process and a practical approach to assessing, implementing, structuring and financing the deal.

The course is highly intensive and is suitable for practitioners who have some experience and are involved in, or servicing, the private equity industry (e.g. transaction services, corporate financiers and lawyers) as well as lenders of senior, junior and other forms of finance and entrepreneurs considering buy-outs.

Case studies will be used during the programme to reinforce and develop topics covered during the sessions.

 

 Course Content

Introduction to Buy-outs
History, development and trends in LBOs
The fundamental principles and drivers of LBOs
The main players
Ancillary parties

Private Equity Fund: Terms and Structure
Market structure for PE and mezzanine
Key terms and conditions for PE funds
Overview of structure
Calculating the carry

Capital Structure and the Key Structuring Issues
Chronology of a typical LBO
Creating an appropriate financial structure
Four key issues in structuring LBOs

Financing Instruments: Key Terms, Conditions and Trends
Spectrum of financing instruments
Senior debt
Mezzanine
Second lien
Mezzanine notes
High yield bonds
PIK notes
Asset backed lending
Equity financing
Vendor Notes

The Lender’s Perspective
Key issues affecting all lenders
Lender’s approach to measuring debt capacity
Key financial ratios / covenants
The four deal scenarios and the role of due diligence
Overview of lender documentation:
  • loan facility
  • security arrangements
  • intercreditor deed

The Sponsor’s Perspective
How PE firm’s approach the deal
Structuring the equity element
Ratchets – use and application
Assessing the deal: the four key issues for the PE firm
Strategic and commercial plan
Management and its ability to deliver
Exit – hard and soft

The Management’s Perspective
Management’s multifaceted role
Managing conflict pre and post deal
Key investment issues for management
Creating a balanced team to generate value