Synopses & Reviews
Investment Banking 2E focuses on the primary valuation methodologies currently used on Wall Street, namely comparable companies analysis, precedent transactions analysis, discounted cash flow analysis, and leveraged buyout analysis. These methodologies are used to determine valuation for public and private companies within the context of M&A transactions, LBOs, IPOs, restructurings, and investment decisions. They also form the cornerstone for valuing companies on a standalone basis, including an assessment of whether a given public company is overvalued or undervalued. Using a step-by-step, how-to approach for each methodology, Josh R. and Josh P. build a chronological knowledge base and define key terms, financial concepts, and processes throughout the book. The authors also provide context for the various valuation methodologies through a comprehensive overview of the fundamentals of LBOs and an organized M&A sale process, including key participants, concepts, financing sources and terms, strategies, and legal and marketing documentation. In the aftermath of the subprime mortgage crisis and ensuing credit crunch, the world of finance is returning to the fundamentals of valuation and critical due diligence for M&A, capital markets, and investment opportunities. This involves the use of more realistic assumptions governing approach to risk as well as a wide range of valuation drivers such as expected future company financial performance, discount rates, multiples, leverage levels, and financing terms. While valuation has always involved a great deal of "art" in addition to time-tested "science," the artistry is perpetually evolving in accordance with market developments and conditions. In this sense, this book is particularly topical--in addition to detailing the technical fundamentals behind valuation, the authors infuse practical judgment skills and perspective to help guide the science.
Synopsis
Investment Banking FOCUS NOTES provides a comprehensive, yet streamlined, review of the basic skills and concepts discussed in Investment Banking: Valuation, Leveraged Buyouts, and Mergers & Acquisitions, Second Edition. The focus notes are designed for use both as a companion to the book, as well as on a standalone basis. Investment Banking focuses on the primary valuation methodologies currently used on Wall Streetnamely, comparable companies analysis, precedent transactions analysis, DCF analysis, and LBO analysisas well as detailed M&A analysis from both a sell-side and buy-side perspective. Focus Notes seeks to help solidify knowledge of these core financial topics as true mastery must be tested, honed, and retested over time. It is the ultimate self-help tool for students, job seekers, and existing finance professionals, as well as in formal classroom and training settings.
Synopsis
Investment Banking FOCUS NOTES provides a comprehensive, yet streamlined, review of the basic skills and concepts discussed in Investment Banking: Valuation, Leveraged Buyouts, and Mergers & Acquisitions, Second Edition. The focus notes are designed for use both as a companion to the book, as well as on a standalone basis. Investment Banking focuses on the primary valuation methodologies currently used on Wall Street—namely, comparable companies analysis, precedent transactions analysis, DCF analysis, and LBO analysis—as well as detailed M&A analysis from both a sell-side and buy-side perspective. Our focus notes seek to help solidify knowledge of these core financial topics as true mastery must be tested, honed, and retested over time. We envision the focus notes being used as a self-help tool for students, job seekers, and existing finance professionals, as well as in formal classroom and training settings.
About the Author
Joshua Rosenbaum is a Managing Director at UBS Investment Bank in the Global Industrial Group. He originates, structures, and advises on M&A, corporate finance, and capital markets transactions. Previously, he worked at the International Finance Corporation, the direct investment division of the World Bank. He received his AB from Harvard and his MBA with Baker Scholar honors from Harvard Business School.
Joshua Pearl is an investment analyst at Brahman Capital Corp. Previously, he structured and executed leveraged loan and high yield bond financings, as well as leveraged buyouts and restructurings as a Director at UBS Investment Bank in Leveraged Finance. Prior to UBS, he worked at Moelis & Company and Deutsche Bank. He received his BS in Business from Indiana University's Kelley School of Business.
Table of Contents
About the Authors vii
Introduction viii
Chapter 1: Comparable Companies Analysis 1
Overview of Comparable Companies Analysis 3
Step I: Select the Universe of Comparable Companies 4
Step II: Locate the Necessary Financial Information 7
Step III: Spread Key Statistics, Ratios, and Trading Multiples 9
Step IV: Benchmark the Comparable Companies 27
Step V: Determine Valuation 33
Key Pros and Cons 38
Chapter 2: Precedent Transactions Analysis 39
Overview of Precedent Transactions Analysis 41
Step I. Select the Universe of Comparable Acquisitions 42
Step II. Locate the Necessary Deal-Related and Financial Information 46
Step III. Spread Key Statistics, Ratios, and Transaction Multiples 49
Step IV. Benchmark the Comparable Acquisitions 64
Step V. Determine Valuation 66
Key Pros and Cons 67
Chapter 3: Discounted Cash Flow Analysis 69
Overview of Discounted Cash Flow Analysis 71
Step I. Study the Target and Determine Key Performance Drivers 73
Step II. Project Free Cash Flow 75
Step III. Calculate Weighted Average Cost of Capital 91
Step IV. Determine Terminal Value 106
Step V. Calculate Present Value and Determine Valuation 112
Key Pros and Cons 118
Chapter 4: Leveraged Buyouts 119
Overview of Leveraged Buyouts 121
Key Participants 122
Characteristics of a Strong LBO Candidate 127
Economics of LBOs 132
Organization and Preparation 209
First Round 218
Second Round 229
Negotiations 236
Closing 241
Negotiated Sale 246
Chapter 7: Buy-Side M&A 247
Overview of Buy-Side M&A 248
Buyer Motivation 250
Acquisition Strategies 254
Form of Financing 259
Deal Structure 264
Buy-Side Valuation 273
Merger Consequences Analysis 278
Index 295