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IBI PROPRIETARY INVESTMENT BANKING - PRIVATE EQUITY SYLLABUS

CLASS FORMAT: All sessions are tailored for personalized instruction; each student follows the banker teaching the class and builds the financial models along with him. The models are projected on a large screen in our Boardroom/Training Room for easy viewing. Each session is 3.5 hours long for a total of 28 hours of in-class live training.

DELIVERING VALUE BEYOND THE LIVE CLASSES

In addition to the 8 in-class sessions attended, we also offer the following services (included in the tuition at no extra charge):

A) Pre-class materials developed by our bankers/instructors to aid you in preparing for the live training. Included are overviews of corporate finance and financial accounting as well as Excel basics and Excel shortcuts
B) One-on-one resume revision, mock interviews with industry professionals (including common interview questions) during and after course completion
C) Access to Reuters Knowledge, the premier source for industry news and financial data, through our Investment Banker Development Partnership

These are just three of the many ways we endeavor to "go the extra mile" for our trainees



8 SESSION IN-CLASS COURSE SYLLABUS

SESSION 1 - INTRODUCTION AND FINANCIAL STATEMENT ANALYSIS
    a. Introduction of Banker/Instructor
    b. Discussion of Syllabus
    c. Introduction of Students and their Desired Goals
    d. Financial Markets Overview
    e. What are the Investment Banks & Private Equity Firms looking for in a potential candidate?
    f. SEC Filings
    g. Historical - Income Statement, Balance Sheet and Cash Flow
    h. Financial Statement Analysis (Ratio Analysis)

SESSION 2 - COMPREHENSIVE VALUATION ANALYSIS
    a. Why do we value companies?
    b. Difference between Book Value and Market Value
    c. Understanding Equity Value vs. Total Enterprise Value (TEV)
    d. The three (3) Generally Accepted Valuation Methodologies
      i. Discounted Cash Flow Analysis (DCF)
      ii. Trading Multiples
      iii. Precedent Transactions
    e. Spreading Comps
    f. Combining all three (3) Valuation Methodologies

SESSIONS 3 - 4 - INTEGRATED CASH FLOW MODELING
    a. Uses for a Financial Model on Sell-side and Buy-side
    b. Tips for Setting up a Financial Model
    c. Spreading Historic Financial Statements
    d. Deriving Historic Ratios, Trends and Variables
    e. Creating Five Year Projections for Income Statement, Balance Sheet and Cash Flow
    f. Debt and Interest Schedule
    g. Integration of Projected Income Statement, Balance Sheet and Cash Flow
    h. Revolver Modeling
    i. Sensitivities on Financial Model

SESSIONS 4 - 6 - COMPLETE LBO MODELING
    a. Uses for An LBO Model on Sell-side and Buy-side
    b. Review of LBO Model Structure
      i. Purchase Price Calculations and Considerations
      ii. Capital Structure Options / Reviews
      iii. Discussion of Typical Financing Sources for LBO
      iv. Creation of a Sources and Uses Worksheet
      v. Proforma Income Statement, Balance Sheet, Cash Flow
      vi. Goodwill Calculation
      vii. Integration of Income Statement, Balance Sheet, Cash Flow
      viii. Debt and Interest Schedule
      ix. Revolver and mandatory / option debt prepayment and impact on returns
      x. Returns Analysis - IRR on debt, hybrid instruments and equity investments
    c. Sensitivities on LBO model and Return Analyses

SESSIONS 6 - 7 - MERGER (ACQUISITION) MODELING
    a. Uses for a Merger Model
    b. How to build a Merger Model
      i. Calculation of Equity Value and Purchase Price
      ii. Explanation of Consideration used in Purchase (stock, cash, assumed debt)
      iii. Discussion of Multiples Paid
      iv. Post-Merger Control Issues
      v. Synergies and pre-tax Synergies required to Breakeven
      vi. Revenue and EBITDA contribution
      vii. Proforma Income Statement
      viii. EPS Dilution for Acquirer
      ix. Discussion of Goodwill and other accounting treatment issues
      x. Sensitivities

SESSION 8 - INVESTMENT BANKING PROCESS AND BEST PRACTICES,
INTERVIEW SKILLS AND RESUME REVISION

    a. Guidelines for resume writing, structured for Investment Banking & Private Equity positions
    b. Skills acquired through IBI incorporated on student's resume
    c. Top 140 interview questions and questions to ask interviewer
    d. Investment Banking & Private Equity specific insight
    e. What we looked for when hiring analysts and associates
    f. Examples of rewritten resumes, including proper format and style
    g. Pitching
      i. M&A and Private Placement
        1. Investment Bank
        2. Industry Overview
        3. Market Overview
        4. Client
        5. Valuation
        6. Process
        7. Buyer/Investor Descriptions
      ii. Financing
        1. Investment Bank
        2. Industry Overview
        3. Market Overview
        4. Client - Positioning
        5. IPO Valuation
        6. Marketing
        7. Process
    h. Sell-side Process
      i. M&A and Private Placement

IN ADDITION, OUR COMPLETE PRESENTATION MATERIALS ON DISTRESSED SECURITY ANALYSIS ARE INCLUDED:
    a. Overview of Distressed Securities
      i. What are Distressed Securities
      ii. How to Identify and Invest in Distressed Securities
    b. Corporate Debt Pricing
      i. Bond Math, including Yield to Maturity and Yield to Worst
      ii. Difference between Revolver, Term Loans, and Bonds
      iii. High Yield Debt Levels and Default Rates
      iv. Corporate Debt Pricing during different stages of Distressed Company Cycle, including Credit Deterioration, Recovery, and Restructuring
    c. How to get Control of a Distressed Asset
      i. Out-of-Court and In-Court Restructuring
      ii. Chapter 7, Chapter 11, and Exchange Offers
    d. Distressed Assets Financial Modeling, including Leveraged Recapitalizations
      i. Creation of a Sources and Uses Worksheet
      ii. Pro forma Income Statement, Balance Sheet, Cash Flow
      iii. Pro forma Capitalization of the Company
      iv. Pro forma Ownership of the Recapitalized Company and Implied Enterprise Value of the Transaction
      v. Liquidation Analysis
    e. Extensive Leveraged Recapitalization Case Study
      i. Background and Situation Assessment of the Company
      ii. Objectives of the Recapitalization Transaction
      iii. Detailed Analysis of Old and New Capital Structure
      iv. Valuation Analysis of the Company
      v. Pro forma Ownership of the Recapitalized Company

**EACH SESSION INCLUDES THE FOLLOWING DELIVERABLES:
(All deliverables are submitted to the student in both electronic and hard copy as well as on a CD-ROM)
a. Proprietary presentations outlining the structure and content of each session (30-45 pages per session)
b. Proprietary Excel based financial models, templates and spreadsheets, including homework assignments
c. Handouts prepared by the Banker/Instructor
d. SEC filings relevant to the specific Excel based financial models built in the sessions

COURSE STRUCTURE

Learning begins with our pre-class materials, in advance of session one. These are made available as early as the student desires and are designed to acclimate trainees to the live training course. Class presentations are always distributed electronically in advance to allow students the opportunity to review ahead of time. All materials will be provided both in print and electronic form during class to ensure that you always have the necessary information; structured notes can be written on the handouts.

CFA CONTINUING EDUCATION CREDITS

The Investment Banking Institute is registered with the CFA Institute as an Approved Provider of continuing education programs. This program is eligible for 24.5 CE credit hours as granted by the CFA Institute. If you are a CFA Institute member, CE credit for your attendance at this event will be automatically recorded in your CE Diary.
   

Headquarters:   The Helmsley Building, 230 Park Avenue, Tenth Floor,  New York, NY 10169 
212-380-7027  info@ibtraining.com

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