Private Equity Masterclass (Modular Course)
Private Equity Masterclass (Modular Course)
Starting dates and places
Description
Private Equity Masterclass (5 Day) Course Summary Alternative
assets (AA) have attracted in recent years a considerable amount of
attention and enthusiasm for their performance, diversification
effects, and growth of assets under management (AUM). Among various
alternative asset classes, traditional leveraged private equity and
mezzanine finance share numerous characteristics – illiquidity,
long-term horizons, and potential for high levels of returns.
Infrastructure private equity and real asset investment add
diversification plus inflation protection. All these areas can
utilise leverage in acquiring the underlying assets. View our 60
Second Interview with the Course Director - Andrew Regan…Frequently asked questions
There are no frequently asked questions yet. If you have any more questions or need help, contact our customer service.
Private Equity Masterclass (5 Day) Course Summary Alternative
assets (AA) have attracted in recent years a considerable amount of
attention and enthusiasm for their performance, diversification
effects, and growth of assets under management (AUM). Among various
alternative asset classes, traditional leveraged private equity and
mezzanine finance share numerous characteristics – illiquidity,
long-term horizons, and potential for high levels of returns.
Infrastructure private equity and real asset investment add
diversification plus inflation protection. All these areas can
utilise leverage in acquiring the underlying assets. View our 60
Second Interview with the Course Director - Andrew Regan We took
the opportunity to ask our expert Course Director a few questions
on the current market challenges and how he became involved in this
exciting industry. This is what he had to say. This masterclass
provides delegates with a comprehensive understanding of these
"illiquid" alternative asset classes, it will: Examine the role of
traditional PE, real assets and infrastructure PE, private
mezzanine financing (PMF), and growth equity in the portfolio
Analyse representative transactions and assess the attractiveness
of potential transactions in different transaction contexts
Illustrate common types and identify classic sources of traditional
PE, real assets, infrastructure, PMF and growth equity transactions
Examine entry valuation methodologies, including forecasting and
modelling Demonstrate how to structure and fund deals Demonstrate
how to generate returns through opportunistic entry, improved
fundamental performance post-acquisition, use of leverage and
performance incentives, and timely exit Profile sources of
financing for transactions of different asset classes Examine funds
flows and asset ownership changes associated with different
products Demonstrate classic post-acquisition operational
improvements, such as more disciplined capital spending, reductions
in working capital, and performance-related compensation Profile
key due diligence issues, including HR due diligence Review exist
alternatives, including leveraged recaps, IPOs, and trade sales to
a strategic buyers Attendees will see private equity from the
standpoint of both: The buy-side, i.e. investors with capital
looking to commit it to uncorrelated, historically higher-return,
but illiquid investments The sell-side, i.e. intermediaries
assisting in the structuring and financing of private equity
transactions Methodology The course will include the analysis of
several private equity deals and leveraged buyouts, including a
series of Asian transactions. A Socratic approach, with active
participation and exercises, will be used. Computer-Based Exercises
All delegates should bring a laptop loaded with Microsoft Excel
2003 or later to facilitate in-class studies and exercises. Who
Should Attend? Private equity professionals Venture capitalists
Institutional and family office investors Investment bankers
Private wealth and other investment managers Corporate strategic
planning and development staff Corporate financiers Corporate
M&A teams Placement specialists Accountants Lawyers All Modules
can be booked separately. Group discounts are available. To
register on the full 5 Day Private Equity Masterclass, please
select 'Register' and follow the registration process. If you would
like to register on an individual Module, please select your
desired module below and follow the registration process on this
product page. Module 1: Traditional Private Equity: Leveraged
Transactions 8-9 December 2014, Hong Kong Module 2: Real Assets
& Infrastructure Private Equity 10 December 2014, Hong Kong
Module 3: Mezzanine Private Equity & Growth Equity 11-12
December 2014, Hong Kong Please note we cannot process multiple
module registrations online. If you wish to attend more than one
Module but not the whole 5-day Masterclass, then please download a
PDF and either fax this back to us on +852 2866 7340 or email a
scanned copy to training@euromoneyasia.com. You can also email us
your registration details and one of our account managers will
register your place for you. FTS-Eligible This programme is
approved for listing on the Financial Training Scheme (FTS)
Programme Directory and is eligible for FTS claims subject to all
eligibility criteria being met. Please note that in no way does
this represent an endorsement of the quality of the training
provider and programme. Participants are advised to assess the
suitability of the programme and its relevance to participants’
business activities or job roles. The FTS is available to eligible
entities, at a 50% funding level of programme fees subject to all
eligibility criteria being met. FTS claims may only be made for
programmes listed on the FTS Programme Directory with the specified
validity period. Please refer to www.ibf.org.sg for more
information. Please note that this course is only eligible for FTS
Funding when registering for all modules. Supporting partner:
Module One: Traditional Private Equity: Leveraged Transactions Day 1: Deal sourcing and return generation Fundamental analysis in private equity contexts and valuation Transaction types: LBOs, MBOs, growth equity Target screening Key industry Sector-level characteristics Key firm-level characteristics Business strategy assessment Business mix, growth goals Margin targets Capital investment Agency problems Operating risk management Financial performance assessment The Troika Financial strategy assessment Cash generation and capital use Historical, target and current capital structures Funding modes and sources Financial risk management Does the financial strategy support the business strategy or vice-versa? Post-acquisition sources of value-added Cost economies Improved working capital management Discipline in capital expenditure and similar outlays Monetisation of non-core assets and under utilised assets Forecasts: Debt capacity and future cashflows "Topline" revenue growth rate projections Forecasting margins Forecasting capital expenditures and other capital outlays Forecasting debt service burdens Levered equity cashflows Return requirements and discount rates Target IRRs Other return measures Exit strategies: “Harvesting” returns Strategic buyers Financial buyers Public market exit Leveraged recaps and special dividends Private equity in Europe and Asia Strategic corporate investors Public market funding for highly-leveraged companies Private equity operations of diversified public firms Growth equity Sources of value in private equity Target valuation Valuation methodologies "Entry" pricing vs. Expected "exit" value Net asset value (NAV) Price/Book value Enterprise value/replacement cost Comparable firm multiples Comparable transaction multiples Operational metrics Discounted cashflow approaches Debt capacity and debt/EBITDA ratios Case studies: A potential LBO: Marks & Spencer PLC Weiqiao Textile: LBO and sumof-the-parts analysis Harbin Electric: Going private via LBO MBK Partners roll-up of Taiwanese Banks and Korean Cable TV Day 2: Transaction structure Debt funding Bank and other senior debt Bridge funding Subordinated and other long-term debt finance Securitisation and structured finance Credit analysis and credit ratings Equity-linked debt Mezzanine funding Convertible securities Equity funding Private equity, LBO and venture capital managers Private market Use of funds: Capital structure and returns Debt/Equity mix Equity-linked securities and dilution impacts: Warrants with-debt, convertibles, pay-in-kind securities Transaction process Due diligence, deal documentation and structuring Due diligence highlight: HR due diligence Exit strategies: "Harvesting" returns Strategic buyers Financial buyers Public market exit Risk management in private equity Liability management Case studies: Progress Power: An electricity generation roll-up Morgan Stanley buy-out of Chinese packager HCP Holdings Morgan Stanley LBO of Korean restaurant Franchiser Nolboo Recapitalisation of US supermarket operator Roundys Module Two Real Assets and Infrastructure Private Equity Day 3 Introduction Infrastructure and real asset investing vs. traditional project finance Established, "stabilised" assets and cashflows vs. "greenfield" projects Infrastructure and real assets vs. Traditional real estate investing Infrastructure as an alternative to premier Class A properties Role of real assets and infrastructure private equity in a portfolio: Current returns, diversification, inflation hedge Transaction types: All-equity acquisition of existing infrastructure or real assets Leveraged acquisition of existing infrastructure or real assets Target screening: Infrastructure assets Barriers to entry: "Irreplaceability" Geographic location Tariff structure: Freedom, predictability, enforceability in pricing of the use of asset Technical characteristics: Physical condition, maintenance burdens, operational complexity Types: Transportation, communication, power generation, social infrastructure Target screening: Real assets Supply and demand Geographic location Tariff structure: Freedom, predictability, enforceability in pricing of the exploitation of the resource Technical characteristics: Ease of extraction and transport, maintenance burdens, operational complexity, cost predictability Market condition Types: Fossil fuels, metals, timberlands, agricultural land A target investment problem: Finding quality assets A shortage of established assets in developed economies Developing economies: Governments as willing sellers in environments of excessive uncertainty The unsuitability of "greenfield" assets for infrastructure/real asset private equity Infrastructure: Politically sensitive sectors - water, electricity, social infrastructure Real assets: The sensitivity of "selling the family silver" Financial performance assessment Cashflow consistency: Noncyclicality, tariff stability and visibility, limited technological change Financial strategy assessment Incremental capital investment needs Cash generation and capital use Historical, target and current capital structures Funding modes and sources Forecasts: Debt capacity and future cashflows "Topline" revenue growth rate projections Forecasting margins Forecasting capital expenditures and other capital outlays Forecasting debt service burdens Levered equity cashflows Return requirements and discount rates Target IRRs Other return measures The capital structure decision: Role in the portfolio Conservative capitalisation: Seeking inflation-adjusted current returns More aggressive capitalisation: Some bias toward capital gains Exit strategies: “Harvesting” returns Strategic buyers: A shortage of them in infrastructure assets Financial buyers: Other infrastructure/real asset investors, direct investment by pension funds Public market exit: The Macquarie Model Leveraged recapitalisation: Episodic capital gains, with some current return No exit: “Buy-and-hold” for longterm inflation-protected current returns Review of target valuation in real assets and infrastructure assets Transaction structure and funding Debt funding Bank and other senior debt Bridge funding Bonded debt financing Subordinated and other long-term debt finance Securitisation and structured finance Credit analysis and credit ratings Equity-linked debt Equity funding Publicly-traded open-end and closed-end infrastructure funds: The Macquarie Model Private infrastructure/real asset funds Direct investment by pension funds, sovereign wealth funds, and endowments "Strategic partner" investment by suppliers, vendors to the specific type of project/sector Use of funds: Capital structure and returns Debt capacity Leveraged vs. Unleveraged structures Equity-linked securities and dilution impacts: Warrants with-debt, convertibles, pay-in-kind securities Transaction process Due diligence, deal documentation and structuring highlight for real assets and infrastructure assets Sources of returns/manager value-added in real assets/infrastructure private equity Timely entry Financial: Aggressive substitution of debt for equity, with careful cashflow management, especially disciplined in cost control and capital expenditure Operational: Post-closure performance improvement due to enhanced managerial resources, more highly-motivated management and workers Strategic: Well-situated, "irreplaceable" assets with tariff autonomy in infrastructure, and scarce resources with consistent, price-insensitive demand in real assets Timely exit Public infrastructure/real asset managers: The Macquarie Model Private real asset/infrastructure managers: Organisational structures and associated funds flows General vs. Limited partners Legal: Specified life, withdrawal prohibitions, transfer restrictions, liability Capital flows: "Takedown" schedules, capital calls, distributions Manager fees and compensation, reporting and accounting policies Case studies: Morgan Stanley infrastructure partners Macquarie international infrastructure fund Australia’s Transurban spurns $4.4bn buy-out bid for Tollroad Assets Ontario Teachers Pension Plan buys marine container port assets GE/Credit Suisse infrastructure fund acquisition of London City Airport and Gatwick Airport Edinburgh Airport Buyout Ferrovial SpA Potential LBO of HK Telecom via PCCW LBO of Australian Hospitals with State Contracts Module Three Mezzanine Private Equity and Growth Equity Day 4 Role in the portfolio, deal sourcing Role of private mezzanine finance (PMF) and growth equity PMF strategy types LBOs and MBOs Roll-ups Disposals, divestitures, and equity "carve-outs" PIK, equity-linked, and coupon instruments Growth equity as distinguished from traditional leveraged private equity and venture capital Growth equity strategy types Growth equity: Minority stakes in private/public companies with some "problem" "Strategic" Investors: Minority stakes in private/public companies which can benefit from strategic guidance Pre-IPO and "cornerstone" investors Turnaround situations: Minority stakes in private/public firms Fundamental analysis in growth equity Topline growth Profitability Cash use/generation Projected sources of post-acquisition value-added Improved fundamental performance via more disciplined capital investment, better working capital management, and more focused product/market development Improved management incentives and governance PMF sources of returns/manager value added Timely entry Financial: Modest use of leverage - really an equity solution Operational: Post-closure performance improvement Strategic: Transformative strategic, operational, managerial, and financial input by a very sophisticated investor Timely exit Growth equity sources of returns/manager value-added Timely entry Financial: Disciplined capital investment and cashflow management, but without compromising the exploitation of exciting growth prospects to the fullest, and without additional leverage Operational: Post-closure performance improvement Strategic: Exploitation of organic growth and growth to critical mass in a consolidating sector Timely exit Case studies: GOME: Strategic partnership with Warburg Pincus DLJ Merchant Banking Partners Stake in Hard Rock Hotels Day 5 Transaction structure and funding Transaction structure Sources and uses of funds Capital structure Projected method and timing of exit Projected IRR Valuation in PMF Entry: Comparable firm multiples and control premiums Exit valuations: Comparable firm multiples Application of traditional convertible options-based approaches Valuation in growth equity Entry: DCF analysis, comparable transactions, peer firm multiples adjusted to reflect control premiums Exit Valuations: Comparable transaction and peer firm multiples Due diligence Commercial due diligence Management due diligence Operational due diligence Financial/Accounting due diligence Legal due diligence IT due diligence HR due diligence Sources of financing Private convertible preferred stock and convertible bonds Exit strategies: “Harvesting” returns Strategic buyers: More common in "growth" equity and mezzanine Financial buyers: Another alternative Public market exit: Attractiveness of "growth" assets in the IPO market Leveraged recapitalisation: Avoiding debt burdens on "growth" assets No exit: "Buy-and-hold" for future dividend distributions PMF/Growth equity managers: Organisational structures and associated funds flows General vs. Limited partners Legal: Specified life, withdrawal prohibitions, transfer restrictions, liability Capital flows: "Takedown" schedules, capital calls, "cashflow waterfalls" and distributions Manager fees and compensation: management fees, "transaction" fees, and carried interest Case studies: Growth private equity: TPG Texas Pacific, General Atlantic Partners, and Newbridge Capital Investment in Lenovo MBK Partners: Turnaround investment in Japanese jeweler Takeshi Shinju Goldman Sachs Stakes in Korean financial institutions
Module One: Traditional Private Equity: Leveraged Transactions Day 1: Deal sourcing and return generation Fundamental analysis in private equity contexts and valuation Transaction types: LBOs, MBOs, growth equity Target screening Key industry Sector-level characteristics Key firm-level characteristics Business strategy assessment Business mix, growth goals Margin targets Capital investment Agency problems Operating risk management Financial performance assessment The Troika Financial strategy assessment Cash generation and capital use Historical, target and current capital structures Funding modes and sources Financial risk management Does the financial strategy support the business strategy or vice-versa? Post-acquisition sources of value-added Cost economies Improved working capital management Discipline in capital expenditure and similar outlays Monetisation of non-core assets and under utilised assets Forecasts: Debt capacity and future cashflows "Topline" revenue growth rate projections Forecasting margins Forecasting capital expenditures and other capital outlays Forecasting debt service burdens Levered equity cashflows Return requirements and discount rates Target IRRs Other return measures Exit strategies: “Harvesting” returns Strategic buyers Financial buyers Public market exit Leveraged recaps and special dividends Private equity in Europe and Asia Strategic corporate investors Public market funding for highly-leveraged companies Private equity operations of diversified public firms Growth equity Sources of value in private equity Target valuation Valuation methodologies "Entry" pricing vs. Expected "exit" value Net asset value (NAV) Price/Book value Enterprise value/replacement cost Comparable firm multiples Comparable transaction multiples Operational metrics Discounted cashflow approaches Debt capacity and debt/EBITDA ratios Case studies: A potential LBO: Marks & Spencer PLC Weiqiao Textile: LBO and sumof-the-parts analysis Harbin Electric: Going private via LBO MBK Partners roll-up of Taiwanese Banks and Korean Cable TV Day 2: Transaction structure Debt funding Bank and other senior debt Bridge funding Subordinated and other long-term debt finance Securitisation and structured finance Credit analysis and credit ratings Equity-linked debt Mezzanine funding Convertible securities Equity funding Private equity, LBO and venture capital managers Private market Use of funds: Capital structure and returns Debt/Equity mix Equity-linked securities and dilution impacts: Warrants with-debt, convertibles, pay-in-kind securities Transaction process Due diligence, deal documentation and structuring Due diligence highlight: HR due diligence Exit strategies: "Harvesting" returns Strategic buyers Financial buyers Public market exit Risk management in private equity Liability management Case studies: Progress Power: An electricity generation roll-up Morgan Stanley buy-out of Chinese packager HCP Holdings Morgan Stanley LBO of Korean restaurant Franchiser Nolboo Recapitalisation of US supermarket operator Roundys Module Two Real Assets and Infrastructure Private Equity Day 3 Introduction Infrastructure and real asset investing vs. traditional project finance Established, "stabilised" assets and cashflows vs. "greenfield" projects Infrastructure and real assets vs. Traditional real estate investing Infrastructure as an alternative to premier Class A properties Role of real assets and infrastructure private equity in a portfolio: Current returns, diversification, inflation hedge Transaction types: All-equity acquisition of existing infrastructure or real assets Leveraged acquisition of existing infrastructure or real assets Target screening: Infrastructure assets Barriers to entry: "Irreplaceability" Geographic location Tariff structure: Freedom, predictability, enforceability in pricing of the use of asset Technical characteristics: Physical condition, maintenance burdens, operational complexity Types: Transportation, communication, power generation, social infrastructure Target screening: Real assets Supply and demand Geographic location Tariff structure: Freedom, predictability, enforceability in pricing of the exploitation of the resource Technical characteristics: Ease of extraction and transport, maintenance burdens, operational complexity, cost predictability Market condition Types: Fossil fuels, metals, timberlands, agricultural land A target investment problem: Finding quality assets A shortage of established assets in developed economies Developing economies: Governments as willing sellers in environments of excessive uncertainty The unsuitability of "greenfield" assets for infrastructure/real asset private equity Infrastructure: Politically sensitive sectors - water, electricity, social infrastructure Real assets: The sensitivity of "selling the family silver" Financial performance assessment Cashflow consistency: Noncyclicality, tariff stability and visibility, limited technological change Financial strategy assessment Incremental capital investment needs Cash generation and capital use Historical, target and current capital structures Funding modes and sources Forecasts: Debt capacity and future cashflows "Topline" revenue growth rate projections Forecasting margins Forecasting capital expenditures and other capital outlays Forecasting debt service burdens Levered equity cashflows Return requirements and discount rates Target IRRs Other return measures The capital structure decision: Role in the portfolio Conservative capitalisation: Seeking inflation-adjusted current returns More aggressive capitalisation: Some bias toward capital gains Exit strategies: “Harvesting” returns Strategic buyers: A shortage of them in infrastructure assets Financial buyers: Other infrastructure/real asset investors, direct investment by pension funds Public market exit: The Macquarie Model Leveraged recapitalisation: Episodic capital gains, with some current return No exit: “Buy-and-hold” for longterm inflation-protected current returns Review of target valuation in real assets and infrastructure assets Transaction structure and funding Debt funding Bank and other senior debt Bridge funding Bonded debt financing Subordinated and other long-term debt finance Securitisation and structured finance Credit analysis and credit ratings Equity-linked debt Equity funding Publicly-traded open-end and closed-end infrastructure funds: The Macquarie Model Private infrastructure/real asset funds Direct investment by pension funds, sovereign wealth funds, and endowments "Strategic partner" investment by suppliers, vendors to the specific type of project/sector Use of funds: Capital structure and returns Debt capacity Leveraged vs. Unleveraged structures Equity-linked securities and dilution impacts: Warrants with-debt, convertibles, pay-in-kind securities Transaction process Due diligence, deal documentation and structuring highlight for real assets and infrastructure assets Sources of returns/manager value-added in real assets/infrastructure private equity Timely entry Financial: Aggressive substitution of debt for equity, with careful cashflow management, especially disciplined in cost control and capital expenditure Operational: Post-closure performance improvement due to enhanced managerial resources, more highly-motivated management and workers Strategic: Well-situated, "irreplaceable" assets with tariff autonomy in infrastructure, and scarce resources with consistent, price-insensitive demand in real assets Timely exit Public infrastructure/real asset managers: The Macquarie Model Private real asset/infrastructure managers: Organisational structures and associated funds flows General vs. Limited partners Legal: Specified life, withdrawal prohibitions, transfer restrictions, liability Capital flows: "Takedown" schedules, capital calls, distributions Manager fees and compensation, reporting and accounting policies Case studies: Morgan Stanley infrastructure partners Macquarie international infrastructure fund Australia’s Transurban spurns $4.4bn buy-out bid for Tollroad Assets Ontario Teachers Pension Plan buys marine container port assets GE/Credit Suisse infrastructure fund acquisition of London City Airport and Gatwick Airport Edinburgh Airport Buyout Ferrovial SpA Potential LBO of HK Telecom via PCCW LBO of Australian Hospitals with State Contracts Module Three Mezzanine Private Equity and Growth Equity Day 4 Role in the portfolio, deal sourcing Role of private mezzanine finance (PMF) and growth equity PMF strategy types LBOs and MBOs Roll-ups Disposals, divestitures, and equity "carve-outs" PIK, equity-linked, and coupon instruments Growth equity as distinguished from traditional leveraged private equity and venture capital Growth equity strategy types Growth equity: Minority stakes in private/public companies with some "problem" "Strategic" Investors: Minority stakes in private/public companies which can benefit from strategic guidance Pre-IPO and "cornerstone" investors Turnaround situations: Minority stakes in private/public firms Fundamental analysis in growth equity Topline growth Profitability Cash use/generation Projected sources of post-acquisition value-added Improved fundamental performance via more disciplined capital investment, better working capital management, and more focused product/market development Improved management incentives and governance PMF sources of returns/manager value added Timely entry Financial: Modest use of leverage - really an equity solution Operational: Post-closure performance improvement Strategic: Transformative strategic, operational, managerial, and financial input by a very sophisticated investor Timely exit Growth equity sources of returns/manager value-added Timely entry Financial: Disciplined capital investment and cashflow management, but without compromising the exploitation of exciting growth prospects to the fullest, and without additional leverage Operational: Post-closure performance improvement Strategic: Exploitation of organic growth and growth to critical mass in a consolidating sector Timely exit Case studies: GOME: Strategic partnership with Warburg Pincus DLJ Merchant Banking Partners Stake in Hard Rock Hotels Day 5 Transaction structure and funding Transaction structure Sources and uses of funds Capital structure Projected method and timing of exit Projected IRR Valuation in PMF Entry: Comparable firm multiples and control premiums Exit valuations: Comparable firm multiples Application of traditional convertible options-based approaches Valuation in growth equity Entry: DCF analysis, comparable transactions, peer firm multiples adjusted to reflect control premiums Exit Valuations: Comparable transaction and peer firm multiples Due diligence Commercial due diligence Management due diligence Operational due diligence Financial/Accounting due diligence Legal due diligence IT due diligence HR due diligence Sources of financing Private convertible preferred stock and convertible bonds Exit strategies: “Harvesting” returns Strategic buyers: More common in "growth" equity and mezzanine Financial buyers: Another alternative Public market exit: Attractiveness of "growth" assets in the IPO market Leveraged recapitalisation: Avoiding debt burdens on "growth" assets No exit: "Buy-and-hold" for future dividend distributions PMF/Growth equity managers: Organisational structures and associated funds flows General vs. Limited partners Legal: Specified life, withdrawal prohibitions, transfer restrictions, liability Capital flows: "Takedown" schedules, capital calls, "cashflow waterfalls" and distributions Manager fees and compensation: management fees, "transaction" fees, and carried interest Case studies: Growth private equity: TPG Texas Pacific, General Atlantic Partners, and Newbridge Capital Investment in Lenovo MBK Partners: Turnaround investment in Japanese jeweler Takeshi Shinju Goldman Sachs Stakes in Korean financial institutions
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