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Financial CMAA : Certified Merger and Acquisition Advisor (CM and AA) Exam

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Exam Number : CMAA
Exam Name : Certified Merger and Acquisition Advisor (CM and AA)
Vendor Name : Financial
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CMAA test Format | CMAA Course Contents | CMAA Course Outline | CMAA test Syllabus | CMAA test Objectives

The CM&AA is designed for M&A professionals who are engaged in the M&A planning and / or counsel clients:
Private Company Business Owners and their CFOs, CEOs, and COOs
M&A Intermediaries
M&A Attorneys
Accountants serving privately held companies
Executives making a transition to Deal Making and M&A Advisory
Private Equity Professionals
Family Office Professionals
Private Company Board Members
Corporate Development Professionals
Investment Bankers focused on the Middle Market

Overview of the middle-market M&A ecosystem and trends
M&A process from deal origination to due diligence to financial modeling to business valuation to deal structuring & negotiation to transaction closing
Corporate M&A and investment banking structuring techniques
Financing strategies for growth and acquisition
M&A valuation approaches and methodologies including LBO moderling
M&A tax issues, new laws, and strategies
M&A legal structures, strategies, challenges, and concerns
Sell-side M&A process - Learn the process from the industry leaders
Buy-side M&A process - How to successfully and efficiently grow by acquisition
Operating frameworks for creating shareholder value
Growth strategies that work - What private equity firms look for in acquisition candidates
How to prepare a privately held company for a liquidity event

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Financial Acquisition test Questions

court issues totally-predicted decision concerning the treatment of SPAC Sponsors and directors | CMAA braindumps and test Braindumps

In a long-predicted resolution, the Delaware court docket of Chancery answered a number of pending questions concerning the remedy of special intention acquisition company (“SPAC”) sponsors and directors under Delaware company legislation. In In re Multiplan Stockholders Litigation, Vice-Chancellor Lori Will issued a call addressing claims against a SPAC’s sponsor and its administrators. In Vice-Chancellor Will’s choice, she denied the defendants’ motion to push aside, allowing the claims to proceed against the SPAC’s sponsor and directors, as well as helping and abetting claim against its economic consultant. The determination become the primary Chancery court opinion addressing direct claims asserted in connection with SPAC shareholder litigation. Importantly, Vice-Chancellor Will stated that while the considerations the court addressed had been novel in that they concerned a SPAC (a constitution exceptionally untested below Delaware corporate legislation), the Delaware fiduciary principles have been well established.  The resolution additionally sets forth certain ideas that may still e-book the public disclosures made via SPAC sponsors and directors in their proxy statements concerning target groups.

The case involved claims introduced by way of the SPAC’s public shareholders against the SPAC itself, the SPAC’s sponsor (Michael Klein of the Churchill neighborhood and a large number of SPACs beneath its umbrella), and the SPAC’s Board for breaches of fiduciary responsibility stemming from the failure to make sufficient disclosures in the de-SPAC transaction’s proxy commentary and different documents. Defendants moved to disregard Plaintiff’s claims in full previous in 2021, and after the courtroom heard oral argument in September 2021, it issued its choice late Tuesday.


As stated within the decision, Michael Klein (mentioned investor, formerly of Citigroup) formed the SPAC at concern in October 2019, as neatly because the Sponsor. The Sponsor obtained founders’ shares of 20% of the SPAC’s fairness for nominal cost ($25,000), and Klein hand-picked the directors of the SPAC. As is usual within a SPAC structure, Klein’s hobbies because the SPAC sponsor would liquidate devoid of completion of a mixture transaction inside 24 months. The 20% equity assigned to the Sponsor turned into in non-public type B shares in the SPAC. The SPAC went public in February 2020, elevating $1.1 billion at IPO with 110M shares offered at $10/unit (every of which additionally received a ¼ warrant with an undertaking rate of $11.50). These shareholders obtained the ultimate eighty% fairness in the SPAC in public type A shares. The Sponsor’s 20% fairness pastime in classification B shares would convert into type A shares at a 1-to-1 ratio upon consummation of the mixture transaction (if one came about). The Sponsor additionally had the alternative to purchase an additional 23 million warrants at $1 every, with the undertaking expense of $eleven.50.

Klein chosen all contributors of the SPAC’s board through his unique power, granting them membership pastimes within the Sponsor’s 20% equity stake within the SPAC and granting them additional warrants that didn't dilute the Sponsor’s manage of the SPAC. In total, Klein held roughly 80% of the impressive interests in the Sponsor, whereas the Board held the remaining 20%.

The Transaction

The SPAC identified Multiplan as the goal combination in mid-2020. Multiplan is a healthcare industry-focused data analytics and cost management options company. based on the grievance, throughout the due diligence conducted via the SPAC, the Board discovered that Multiplan’s largest client (35% of its business) meant to create and roll out a know-how platform that aimed to at once compete with Multiplan in the identical industry.

The proxy issued by way of the SPAC in guide of its determination to advocate the combination transaction didn't reveal this particular fact unearthed in due diligence. The proxy listed diverse causes for recommending the aggregate transaction, and additionally noted that the SPAC had achieved “extensive due diligence” on Multiplan, including numerous communications with “significant purchasers” of Multiplan. The proxy didn't disclose that 35% of Multiplan’s business changed into really elegant on a single client, and that this customer meant to circulation “all key money owed” faraway from Multiplan and onto its own platform by using the end of 2022. The proxy additionally did not include any unbiased third birthday party valuation of the transaction; it contained most effective a fiscal analysis organized with the aid of SPAC management with the advice of a monetary advisory business owned and controlled with the aid of Mr. Klein.

along with the mixture transaction, the mixed company entered into a PIPE transaction whereby the PIPE investors would purchase 19.2% of the mixed enterprise’s awesome shares (up to $1.3 billion in valuation). That left 60.5% of the mixture’s shares held with the aid of former Multiplan shareholders, sixteen% held with the aid of the class A shareholders in the SPAC, and 4.2% held through the category B shareholders (i.e., the SPAC Sponsor and the Board individuals).

The transaction closed in October 2020. below 10% of the SPAC shareholders elected to redeem their shares in the SPAC held by way of the have faith. At close, the full price of the class B shares (convertible into type A) held through the SPAC’s Sponsor changed into roughly $305 million, for consideration paid of most effective $20,000. $230 million of this price become held with the aid of Klein by myself.

After the shut of the combination transaction, the shares of the mixed entity declined immediately to under $10/share (i.e., beneath the redemption expense that shareholders within the SPAC would have got had they redeemed their shares), on the basis of a brief-marketers’ analysis file that targeted, in part, the proven fact that Multiplan’s consumer was creating a competing expertise platform. This litigation adopted almost immediately thereafter in March 2021, introduced by way of shareholders within the SPAC who had not exercised their rights of redemption ahead of the approval of the mixture transaction.


The lawsuit alleged that the SPAC fiduciaries (Klein and the Board) had been inspired by way of economic incentives not shared with SPAC shareholders, and the fiduciaries actively impaired the SPAC shareholder’s correct to divest shares prior to mixture by way of withholding information gleaned all over due diligence (i.e., that goal's biggest consumer turned into constructing an in-condominium platform to compete with Multiplan). The complaint asserted direct claims for breaches of fiduciary responsibility in opposition t the SPAC administrators, its officers, and its controlling shareholder (Klein). The claims asserted that the fiduciaries made cloth misstatements and omissions within the Proxy that impaired public shareholders’ redemption rights in advance of the combination transaction, which inured to the fiduciaries’ advantage (due to a low volume of redemptions and the ensuing potential to close the transaction). as a result of this was a “price-decreasing” merger, non-redemptions brought value to those protecting founders’ shares within the SPAC.

the first problem the court disposed of was the fiduciaries’ argument that these claims had been derivative in nature—now not direct—and accordingly discipline to the demand futility requirement of Rule 23.1 in Delaware. in keeping with the court, the damage suffered by the type A shareholders in the SPAC turned into not to the business enterprise, however to the shareholders themselves. The injury become “impartial of any alleged damage to the company” on account of the inherent nature of the SPAC constitution and the appropriate of redemption held with the aid of the type A shareholders. because the SPAC Board impaired the shareholders’ right to an advised undertaking of their redemption rights, the damage was to the shareholders directly and no longer to the SPAC overall. furthermore, the financial damage suffered by the class A shareholders turned into “unbiased of and never shared with the SPAC” since the shareholders sought return of the cash they invested within the SPAC that they selected now not to redeem. because the court noted, “the plaintiffs don't seem to be suing as a result of Churchill did not mix with Multiplan on greater favorable phrases” (i.e., a derivative claim), however fairly “because the defendants, purportedly for self-serving applications, prompted class A stockholders to forgo the probability to convert their [SPAC] shares into a guaranteed $10.04 per share in desire of investing in” the mixed entity.

subsequent, the court decided these direct claims (for breaches of the responsibility of loyalty and disclosure) required the software of the total fairness look at various, rather than the enterprise judgment rule. The obligation of loyalty and duty of disclosure claims had been “inextricably intertwined” and that whole equity applied to them for two causes: (1) because the mixture transaction, with the opportunity to redeem, constituted a “conflicted controller transaction” beneath Delaware legislations; and (2) nearly all of the SPAC board became self-interested and/or lacked independence from the conflicted controller (Klein).

under the courtroom’s viewpoint, this category of SPAC transaction constituted one where the controller receives a “entertaining advantage” from the transaction, it's, some thing “uniquely constructive to the controller … to the detriment of the minority” despite the fact that the controller obtained “nominally the identical consideration as all other stockholders.” For aid, the court pointed to the inherent nature of a SPAC, wherein there are sometimes a “misalignment of interests” between the SPAC Sponsor and the public shareholders as existed here. even if Klein and other Board contributors of the SPAC participated in the aggregate transaction on the same terms as the classification A shareholders (since the classification B shares transformed to type A shares at a 1-to-1 ratio), the Sponsor’s interests had been no longer aligned since the combination transaction turned into effective to the non-redeeming shareholders simplest if their shares put up-aggregate had been price $10.04 or extra (the value of their redemption rights). because the Sponsor’s shares would have expired worthless absent a mix, any merger with a target business would have been beneficial to the Sponsor (now not so for the public class A shareholders). as an instance, Klein would have misplaced $350 million had the mixture transaction not happened, which changed into a 1,219,900% benefit on his initial investment of $25,000. In impact, SPAC sponsors like Klein can do very well in a price-decreasing deal, whereas sponsors would lose every little thing in a liquidation; for public traders in SPACs, liquidations are sometimes improved for them than a worth-reducing merger. for that reason, the transaction constituted a “conflicted controller transaction” because of the entertaining monetary benefit loved via SPAC sponsors.

The courtroom additionally discovered that most of the SPAC board changed into certainly drawn to the aggregate transaction and lacked independence from Klein for a number of motives, together with the incontrovertible fact that many of them had been nominated to different SPAC boards by means of Klein himself. accordingly, entire fairness applied to the transaction below both prong.

The court docket then held that the Plaintiff properly pleaded non-exculpated claims for breach of fiduciary duty for breaches of the duty of loyalty and disclosure. as an instance, the court decided that even if the type A shareholders agreed to make investments in the SPAC with the capabilities that the Sponsor acquired its category B shares for nominal consideration, and that the category A shareholders retained the alternative of creating the determination even if or now not to redeem prior to the transaction, the shareholders didn't waive the correct to require “all material guidance when the time came to make that option.” since the Board did not “disclose the suggestions essential for Plaintiffs to knowledgeably exercise their redemption rights,” this constituted a correctly pled claim for breach of the duty of disclosure. as the courtroom cited, had the category A stockholders been “in possession of all material guidance concerning the goal” on the time of the proxy vote and nonetheless “chosen to invest as opposed to redeem,” there would probably be a distinct analysis (i.e., enterprise judgment) applied; despite the fact, “that isn't the universe alleged in the grievance.”

essential elements to note

There are two vital elements to note from the determination:

  • Vice-Chancellor Will mentioned in a footnote that with respect to the difficulty of the Sponsors being aligned with the classification A shareholders, SPAC sponsors can also deliver themselves into nearer alignment via their participation in any PIPE transaction quintessential to complete the transaction. whereas not outright held, given it became not a controversy on the motion, Vice-Chancellor Will perceived to indicate that had Klein (and for that reason different SPAC sponsors in different situations) participated within the PIPE on equal footing with different public investors, these founders may additionally properly align themselves in the course of the PIPE and accordingly negate the software of total fairness to the transaction. while the court didn't supply any discussion of what can be a ample quantity essential to make investments to be certain interests are aligned, doing so might also negate any talents a Sponsor receives in the course of the lack of consideration it can pay for its founders/sponsors shares.

  • With respect to SPAC combination transactions relocating forward, the choice clarifies how important it's for SPACs to be certain they make adequate and enough disclosures within the Proxy and different public statements about all counsel gleaned in due diligence on the goal enterprise. indeed, SPAC Sponsors and the Board may still be diligent in disclosing all assistance with recognize to each talents conflicts and the information from due diligence. Doing so will assist SPACs mitigate risk of litigation that implicates the obligation of disclosure. The courtroom’s resolution ensures that any future litigation (and movement follow) will center of attention on the appropriateness of the disclosures made by means of the SPAC Sponsor and Board in the files recommending the combination transaction.

  • ©1994-2022 Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. All Rights wide legislations evaluate, extent XII, quantity 10

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