Overview
Navigating the current landscape of Mergers & Acquisitions (M&A) is quite tricky, given the rapid changes in technology, regulatory reforms, fluctuating consumer needs, and globalization. The M&A industry has offered something of a master class in volatility over the past few years. With the business world experiencing considerable shifts, whether it be the rise of AI or the importance of sustainability, M&A is vital for companies to keep their strategic advantages intact. The M&A landscape is now looking more steady, reliable, and healthy than it has in many years, and so financial professionals will need to stay on top of the rapid changes taking place in order to capitalize on what is now back to being a lucrative section of the business world. This new and updated conference will help you serve your company and your clients in capitalizing on the strong financial opportunities that M&A is offering.
Introducing our Conference Flex Pass! For the ultimate in flexibility, sign up for two consecutive or non-consecutive days of the same conference! (Non-consecutive days must be purchased at the same time.)
DAY ONE AGENDA HIGHLIGHTS • Current Trends in Mergers and Acquisitions • Analyzing Whether to Expand – Capital • Business Combinations & Goodwil • Business Combinations vs. Asset Acquisitions • Advanced Financial Modeling – M&A
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DAY TWO AGENDA HIGHLIGHTS • Regulation & M&A: Deep Dive into Current • M&A Due Diligence Best Practices: Beyond • Administrative Issues in Mergers and • Tax Implications of Mergers and Acquisitions • Advanced M&A Tax and Structuring Strategies
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LEARNING OBJECTIVE To provide financial professionals with the help they need to take full advantage of the growing opportunities in mergers and acquisitions.
PREREQUISITE None. ADVANCE PREPARATION None. PROGRAM LEVEL Update. NASBA FIELD OF STUDY Accounting. DELIVERY METHOD Group Internet-Based.
Agenda
DAY ONE AGENDA
Welcome & Opening Remarks
8:45 – 9:00 AM
Current Trends in Mergers and Acquisitions
9:00 – 10:00 AM
In this session, we will discuss the current M&A landscape including economic conditions and how AI is driving the M&A market. We will review the latest SEC and Regulatory Updates around M&A and discuss their impact on the current state of M&A negotiations.
Break
10:00 – 10:10 AM
Analyzing Whether to Expand – Capital Budgeting
10:10 – 11:10 AM
In this session, we will explore some of the key financial considerations of Capital Budgeting and describe how to project common revenue and expense items when considering expansion. We will cover the do’s and don’ts of forecasting and explain types of revenue forecasting models available and when it is appropriate to use them. We will also explain how to build break-even analysis and scenario analysis and the pros and limitations of each.
Break
11:10 – 11:20 AM
Business Combinations & Goodwill
11:20 AM – 12:50 PM
This session will begin with an overview of current accounting guidance and key terms relating to business combinations. We will discuss the qualitative screen concept and review practical examples. We will explore in detail the “Acquisition Method’s” five steps, which are 1.) Identify the Acquirer 2.) Determine the Acquisition Date 3.) Measure the consideration transferred 4.) Recognize and measure the identifiable assets acquired and liabilities assumed and 5.) Recognize and measure goodwill. After reviewing the steps, we will apply them to practical examples and review certain exceptions. We will then explore equity vs. liability classifications in business combinations and finish the session with a case study on pushdown accounting.
Lunch
12:50 – 1:35 PM
Business Combinations vs. Asset Acquisitions
1:35 – 2:35 PM
In this session, we will dive into the characteristics of business combinations vs. asset acquisitions. We start off by reviewing common items in business combinations and asset acquisitions and the accounting treatment for each item depending on the identified transaction type. We will then walk through the qualitative screen concept on what to evaluate when determining what type of transaction your business combination qualifies for under ASU 2017-01. We will then review practical examples and the transaction type conclusion for each.
Break
2:35– 2:45 PM
Advanced Financial Modeling – M&A
2:45 – 3:35 PM
M&A financial models are used to forecast the profits or losses of a potential merger or acquisition. In this session, you will learn about the nature of transaction considerations and how to structure an M&A model in the most efficient way. You will also learn about all of the assumptions and drivers required to build out the M&A model and how to create a post-transaction balance sheet. In addition, we will also review the role of business valuations in business combinations including different types of valuation models and how to apply them.
Break
3:35 – 3:45 PM
Advanced Financial Modeling – M&A (continued)
3:45 – 4:25 PM
Closing Remarks
4:25 – 4:50 PM
DAY TWO AGENDA
Introduction & Opening Remarks
8:45 – 9:00 AM
Regulation & M&A: Deep Dive into Current Regulatory Trends
9:00 – 10:00 AM
This session discusses the current regulatory environment of M&A transactions and key changes that could affect you and your company. The session focuses on merger control in the US, UK, and EU as well as around the globe. We will also discuss how merger control continues to be adopted by more and more countries across the globe, forcing companies to remain diligent regarding antitrust and competition laws. We end the session with a review of global foreign direct investments.
Break
10:00 – 10:10 AM
M&A Due Diligence Best Practices: Beyond Functional Checklists
10:10 – 11:25 AM
In the complex world of business transactions, where uncertainty lurks around every corner, due diligence stands as a beacon of clarity and assurance. In this session we will discuss the categories of due diligence, along with common do’s and don’ts. We will also discuss how to mitigate risks in the diligence process and how AI and modern technology can help.
Break
11:25 – 11:35 AM
Administrative Issues in Mergers and Acquisitions
11:35 – 12:50 AM
In order to undergo a successful M&A transaction, it is important to think ahead and consider the administrative challenges that may arise during the process. This session will provide an insightful look into these challenges, which include defining administrative roles, preliminary conditions, and initial preparations on both sides. We will walk through an illustrative timeline of the M&A Process and how the key players in an M&A transaction work together to get across the finish line.
Lunch
12:50 – 1:35 PM
Tax Implications of Mergers and Acquisitions
1:35 – 2:25 PM
Mergers and acquisitions involve complex tax implications, necessitating a thorough understanding of tax entity classification, “Step Ups,” tax-free acquisitions, and judicial requirements. Effective tax planning and compliance strategies can mitigate the risk of unnecessary penalties. This session will cover common and uncommon tax implications within mergers and acquisitions so you can be familiar with any scenario you may encounter.
Break
2:25 – 2:35 PM
Tax Implications of Mergers and Acquisitions (continued)
2:35 – 3:25 PM
Break
3:25 – 3:35 PM
Advanced M&A Tax and Structuring Strategies for Business Leaders
3:35 – 4:35 PM
This session provides a discussion of advanced strategies involving deemed asset acquisition elections, divisive reorganizations such as spin-offs, split-offs and split-ups, planning with LLCs, planning with small business stock as well as unique solutions involving F reorganizations, and post-transaction considerations.
Closing Remarks
4:35 – 4:50 PM
Conference Ends
4:50 PM
Speakers
CONFERENCE SPEAKERS
Zachary Brecheisen, Partner, Jones Day
David Haufler, Managing Director, Protiviti
Stuart Kwestel, Managing Director, BDO
Ganapathy Lakshmynarayan, Managing Director, Protiviti
Kristen Limarzi, Partner, Gibson, Dunn & Crutcher
Johnny Montoya, Partner, BDO
Ryan Reents, Director, Transaction Services Operations Leader, Protiviti
Vishal Seth, Managing Director, Transaction Services and Financial Reporting, Protiviti
Kevin Wharton, Managing Director, Valuation & Capital Market Analysis, BDO
Bill Witt, Director, Accounting and Transaction Services, MorganFranklin
Daisy Wu, Counsel, Mergers & Acquisitions Group, Gibson, Dunn & Crutcher
Workshop
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Forum
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