Financial & Modeling Boot Camp Oct. 30 – Nov. 1, 2013

TARGET AUDIENCE Overview □ IB Analysts & Associates 3-day intensive training program where trainees learn financial & valuation □ research associates modeling in Excel using in a hands-on, case-study approach. The modeling methodologies covered include: □ associates Business development analysts □ Boot Camp Agenda analysts □ Day 1 Financial Statement Modeling and Excel Best Practices Accounting/Treasury/CFO □ Day 2 Valuation Overview and DCF Modeling professionals Day 3 M&A (Accretion/Dilution) Modeling MBAs □ Pre-recorded 8-hour video lectures of LBO Modeling

Online 15-hour Trading & Transaction Comparables Modeling PREREQUISITES Financial Accounting Each day is independent; trainees can enroll in the full program or individual days. Excel – Beginner level Step-by-step, intuitive approach FORMAT Each modeling methodology is preceded by conceptual introductions that relate Full course – 3 days academic coursework to the hands-on step-by-step exercises trainees undertake on their computers in class. The program is a synthesis of Excel modeling, LBO modeling pre-recorded video navigating through various financial reports, and the application of accounting, lectures and online comparables corporate finance, and valuation courses. modeling training included What sets this program apart? CONTINUING ED CREDITS • The training materials that trainees receive are comprehensive and 27 CPE credits intuitive, and are designed to serve as stand-alone materials for easy use long after the training session has ended. 35 PD credits • Case study presentations and an end of program examination enable both participants and supervisors to assess individual performance. RATES & MORE INFO • Our instructors are all practitioners (investment bankers, equity research CFA Society of Minnesota Contact analysts, etc.) with a passion for teaching with years of directly relevant Amanda Houle real-world experience. They understand the importance of teaching in a 612-317-2889 way that empowers finance professionals to apply the lessons from the [email protected] classroom directly on the job. • Unlimited support for 2 years post-seminar

• Issuance of Certification in Financial & Valuation Modeling Scott Humphries • 27 CPE credits and 35 PD credits 617-314-7685 x714 [email protected]

Financial & Valuation Modeling Boot Camp Oct. 30 – Financial Statement Modeling TARGET AUDIENCE □ IB Analysts & Associates Summary □ Equity research associates Participants develop a model completely from scratch, inputting MORNING SESSION (8-11AM) Private equity associates □ historical data and assumptions to project out financial Introduction to

□ Business development analysts statements using step-by step instruction on selecting, locating, • Overview of financial modeling and developing appropriate projection drivers. At completion, Corporate finance analysts • Understanding projections □ participants will have developed a complete and comprehensive • Modeling techniques □ Accounting/Treasury/CFO three-statement model using various supporting schedules. • Excel best practices foundation professionals and exercises Interactive, Step-by-Step Learning Approach • Useful Excel shortcuts and MBAs □ Participants follow intuitive, step-by-step instruction manuals functions while building models using Excel model templates and are • Gathering historical PREREQUISITES directed to the appropriate external documents (SEC filings, documents/information research reports, etc.) in order to build comprehensive models Financial Accounting the way they would on the job. MIDDAY SESSION (11AM-3:30PM) Excel – Beginner level • Building the model , step-by- Key Learning Outcomes step

• Building financial models from scratch the way it is • Setting up the core financial FORMAT done at financial institutions. statements Full course – 3 days • Excel and formatting best practices, efficient formula • Working capital, Depreciation & construction, and appropriate driver selections. amortization (PP&E), and Other LBO modeling pre-recorded video • Learn to use advanced Excel functions to present balance sheet items. lectures and online comps training various sensitivities to projected financial metrics. • Shareholders’ equity & Shares included • Balancing the balance sheet accounts, including Outstanding excess cash and revolver. • Debt & Interest • Fixing circularity problems, iteration, and other CONTINUING ED CREDITS common modeling troubleshooting. AFTERNOON SESSION (3:30-5PM) • • Improving the finished product 27 CPE credits Balance sheet / cash flow statement crosschecks. • Controlling circular references 35 PD credits using automated circuit breakers • Balancing the model • Scenario analysis RATES & MORE INFO • Creating forms in Excel CFA Society of Minnesota Contact Amanda Houle 612-317-2889 [email protected]

Scott Humphries 617-314-7685 x714 [email protected] Financial & Valuation Modeling Boot Camp

TARGET AUDIENCE Oct. 31 – Valuation Overview & DCF Modeling □ IB Analysts & Associates Equity research associates Summary □ Participants will learn the conceptual underpinnings of the Private equity associates MORNING SESSION (8-11AM) □ valuation framework followed by step-by-step training for building Overview of valuation modeling □ Business development analysts a professional, robust (DCF) model in • vs. Equity value Excel from scratch, using real case studies, industry best □ Corporate finance analysts • Relative vs. Intrinsic value practices, and sensitivity analyses. • Calculating and interpreting Accounting/Treasury/CFO □ multiples (PE ratios, EBITDA professionals Key Learning Outcomes multiples, etc.) • Understand the important differences between enterprise • The “football field” □ MBAs and equity valuation, unlevered and levered estimation, and intrinsic vs. market-based valuation AFTERNOON SESSION (11AM- PREREQUISITES • Learn proper treatment and adjustments for options, 5PM) preferred , minority interests, debt, cash and Financial Accounting Participants build a complete working marketable securities DCF model. Training encompasses Excel – Beginner level • Derive valuation ranges the following: • Build a professional, robust discounted cash flow (DCF) • From accounting profit to model in Excel levered and unlevered free cash FORMAT • Project levered & unlevered cash flows in Excel by flows—proper methodology and Full course – 3 days normalizing operating profits for calculating free cash flows best practices for projections in and avoid common mistakes. LBO modeling pre-recorded video Excel. • Project working capital items, deferred taxes, capital • Estimating the weighted average lectures and online comps training expenditures, and long-term accruals. (WACC) and • Calculate the using both the exit multiple and included common pitfalls to avoid. the growth in perpetuity approach. • Applying the two major • Discount cash flows using a mid-year convention toggle. approaches to calculating CONTINUING ED CREDITS • Correctly calculate the discount rate by deriving the cost of terminal value debt, of equity, and of capital using CAPM. 27 CPE credits • Using data tables to analyze a • Understand the role of in determining beta, broad range of scenarios given 35 PD credits the cost of equity, and ultimately WACC. different assumptions • Learn how to delever and relever beta.

• Model for and deal with the circularity inherent in the RATES & MORE INFO discount rate calculation. CFA Society of Minnesota Contact • Calculate shares outstanding using the treasury stock method. Amanda Houle • Utilize the enterprise value to determine implied share 612-317-2889 prices. [email protected]

Scott Humphries 617-314-7685 x714 [email protected] Financial & Valuation Modeling Boot Camp

TARGET AUDIENCE Nov. 1 – M&A (Accretion/Dilution) Modeling □ IB Analysts & Associates Equity research associates Summary □ Participants will build a merger model in Excel to reflect the pro □ Private equity associates forma impact of various acquisition scenarios. Topics covered MORNING SESSION (8-11AM) • M&A modeling overview □ Business development analysts include a quick test of accretion-dilution in all-stock deals, pricing structures (exchange ratios/collars/”walk-away” rights), purchase • Purchase accounting Corporate finance analysts □ accounting and the step-by-step allocation of purchase price. • Accretion/dilution overview and □ Accounting/Treasury/CFO exercise professionals Modeling exercises will address common pitfalls and status of • Common pricing structures changing accounting treatments, and typical adjustments □ MBAs required for arriving at pro forma financial projections. AFTERNOON SESSION (11AM-5PM) • Building the accretion/dilution model PREREQUISITES Key Learning Outcomes Building a robust merger model: • Sensitivity analysis using data Financial Accounting • Setting up a control area for assumptions tables Excel – Beginner level • Inputting deal assumptions (% cash vs. stock • Breakeven and contribution considerations, purchase premium, asset write-ups, analysis advisory fees, financing fees, and severance fees). • Tax and legal considerations FORMAT • Calculating shares outstanding using the treasury stock • Asset sale vs. stock sale • Indifference analysis Full course – 3 days • method • Appropriate treatment of convertible securities LBO modeling pre-recorded video • Allocating purchase price and calculating goodwill lectures and online comps training • Preparing the pushed-down balance sheet • Making pro forma balance sheet adjustments included • Calculating Sources & Uses of funds • Inputting operating & synergy projections CONTINUING ED CREDITS • Calculating the stub year period • Building a pro forma income statement and making 27 CPE credits appropriate deal-related adjustments to arrive at 35 PD credits accretion/dilution per share. • Error-checking a merger model and inserting circuit breaker

switches where appropriate. RATES & MORE INFO • Sensitivity analysis: EPS accretion/dilution in stock vs. cash CFA Society of Minnesota Contact deal; interest rate assumptions, premium paid. • Pre-tax synergies required to break-even, and break-even Amanda Houle PE analysis 612-317-2889 • Revenue, EBITDA, and Net Income contribution analysis [email protected] Advanced merger accounting: • Understanding the differences between asset sales (inc. Scott Humphries 338h10 elections) and sales • Taxation issues, including deferred taxes created by the 617-314-7685 x714 step-up of asset values [email protected] • Legal considerations in acquisitions Financial & Valuation Modeling Boot Camp

TARGET AUDIENCE Video Lecture – LBO & Recapitalization Modeling □ IB Analysts & Associates Equity research associates Summary □ Through a pre-recorded video lecture, participants learn intuition □ Private equity associates and mechanics of building a robust LBO and recapitalization LBO MODELING VIDEO LECTURE OVERVIEW □ Business development analysts model in Excel. • LBO modeling overview Corporate finance analysts □ The pre-recorded video lecture begins with an introduction to the • Market dynamics & current environment □ Accounting/Treasury/CFO dynamics of an LBO and a discussion of the qualitative • Purchase & recapitalization professionals motivations behind such transactions, major players, current financing environment, and industry benchmarks. accounting □ MBAs • Simple LBO exercise Participants will develop an understanding of leveraged • Constructing the LBO model • Constructing a revolver & cash PREREQUISITES financing, purchase and recapitalization accounting and the step by-step allocation of purchase price. Typical exit strategies and sweep Financial Accounting return requirements are discussed and analyzed. • Circularity and error checking Excel – Beginner level Key Learning Outcomes Constructing a fully integrated LBO model: FORMAT • Participants will learn typical deal structures of leveraged Full course – 3 days , along with current market metrics. They will then structure an Excel model for the valuation and analysis of LBO modeling pre-recorded video an LBO transaction in line with those typical deal lectures and online comps training benchmarks using a real life case study. • The LBO analysis will be driven off an integrated, dynamic included three statement pro forma LBO projection model • Participants will learn how to model the typical instruments CONTINUING ED CREDITS of LBO financing, including cost assumptions and sources and uses of funds: 27 CPE credits • Learn to insert a revolving credit facility and cash sweep, 35 PD credits integrate industry standard treatment of senior notes, PIK instruments, and preferred equity and equity.

• Identify and error-proof the circularities and iteration RATES & MORE INFO problems inherent in an LBO model CFA Society of Minnesota Contact Exit and sensitivity analysis: Amanda Houle • Participants will build the sensitivity tables required for 612-317-2889 correct analysis of an LBO, including the construction of multiples, and IRR tables using both data tables and various [email protected] sorting functions in Excel, including VLOOKUPS, OFFSET, CHOOSE, and INDEX. Scott Humphries • Participants will design different scenarios for their LBO model, including: Base/Best/Worst Case 617-314-7685 x714 [email protected]

Financial & Valuation Modeling Boot Camp

TARGET AUDIENCE Online – Trading and Transaction Comparables Modeling □ IB Analysts & Associates Summary □ Equity research associates Trading and transaction comparables analysis is the most widely TRADING COMPS OVERVIEW □ Private equity associates used valuation methodology, and fundamental part of the core • Overview of trading comps □ Business development analysts valuation skill set of investment bankers and finance modeling professionals. Participants will learn how to select comparables Corporate finance analysts • Selecting comps and gathering □ and build dynamic comps models in Excel from scratch, using appropriate documents □ Accounting/Treasury/CFO real case studies, industry best practices, and sensitivity • Spreading comps and professionals analyses. normalizing operating results for LTM calculations in Excel MBAs □ Key Learning Outcomes – Trading Comparables Modeling • Calculating shares outstanding • Learn to select appropriate comparable companies by using the treasury stock method PREREQUISITES evaluating operational, financial, size, and other similarities • Selecting and presenting • Set evaluation benchmarks & select comparable companies multiples Financial Accounting • Gather appropriate financial history and projections Excel – Beginner level • Normalizing operating results and calculating LTM operating TRANSACTION COMPS results to reflect nonrecurring charges and stock option OVERVIEW

expenses • Overview of transaction comps FORMAT • Standardize various expense classifications including FIFO • Spreading comps and Full course – 3 days to LIFO inventory accounting normalizing operating results for • Calculate shares outstanding using the treasury stock LTM calculations in Excel LBO modeling pre-recorded video method • Accounting for synergies lectures and online comps training • Input financial data & calculate and interpret financial and • Using data tables to analyze a market ratios broad range of scenarios given included • Presenting trading comps by structuring output schedule different assumption • Selecting key valuation multiples using the VLOOKUP CONTINUING ED CREDITS function and generating multiple tables

27 CPE credits Key Learning Outcomes – Transaction Comps Modeling 35 PD credits Participants spread trading comps in Excel and learn how to choose peer companies for the target they are valuing. They also

learn how to “scrub” the data, select the value drivers, calculate RATES & MORE INFO and use multiples correctly, and calculate implied share price CFA Society of Minnesota Contact from enterprise value • Similarly to trading comps, participants set evaluation Amanda Houle benchmarks, select precedent transactions, gather 612-317-2889 appropriate financial details, input financial data, and calculate and interpret financial and market ratios. [email protected] • Calculating purchase premiums • Understanding pricing structures (fixed vs. floating, collars, Scott Humphries and walk-away rights). • Best practices for incorporating synergy assumptions and 617-314-7685 x714 appropriately calculating unaffected pre-deal share prices. [email protected]