M&a Due Diligence The Practitioner's Masterclass

[Emperor2011]

M&a Due Diligence: The Practitioner's Masterclass
Published 5/2026
Created by John Colley
MP4 | Video: h264, 1920x1080 | Audio: AAC, 44.1 KHz, 2 Ch
Level: All Levels | Genre: eLearning | Language: English | Duration: 25 Lectures ( 3h 14m ) | Size: 3.42 GB
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Learn M&A due diligence the way senior deal professionals do - real cases, real frameworks, real skills
What you'll learn
Apply a nine-step due diligence methodology across financial, commercial, legal, and operational workstreams from data room to close
Build and challenge a Quality of Earnings analysis, identifying EBITDA adjustments that swing deal valuations by millions
Conduct commercial due diligence that independently verifies market size, competitive position, and customer concentration risk
Coordinate parallel DD workstreams and triage all findings into deal-breakers, price adjustments, and contractual protections
Build a valuation waterfall that translates every diligence finding into a quantified adjustment to enterprise value
Translate findings into specific SPA protections - indemnities, closing conditions, working capital mechanisms, and escrow arrangements
Manage the sign-to-close gap and protect deal value between signing and completion
Apply the five principles of deal-protective diligence across any deal size, sector, or market condition
Requirements
Basic understanding of financial statements (P&L, balance sheet, cash flow statement)
Familiarity with M&A terminology - enterprise value, EBITDA, deal multiples - at a high level
No prior due diligence experience required - the course builds methodically from first principles
No advanced modelling skills required - this course focuses on judgment and deal protection, not Excel mechanics
Description
The biggest gap in M and A professional development is not technical modelling - it is practical deal judgment.
Every training programme teaches you to build models. Almost none teach you the skills that actually determine whether deals succeed or fail: reading a Quality of Earnings report, triaging fifteen findings into three risk themes, building a valuation waterfall, translating those risks into SPA protections, and managing the gap between signing and close.
This course closes that gap.
Artificial Intelligence was utilised to expedite the preparation of this course.
What You Will Work Through
Across twenty-two structured teaching lectures and a complete running case study - Vanguard Partners' buy-side acquisition of Summit Industrial Services in the industrial services sector - you will work an entire acquisition using the same nine-step methodology used on live deals
Design a structured due diligence process across five parallel workstreams - Financial, Commercial, Legal, Operational, and People
Read and challenge a Quality of Earnings report, identifying EBITDA adjustments that swing valuations by millions
Decompose revenue and build the customer quality matrix, spotting the concentration risk buried in Summit's top-10 customers
Build the three-stage EBITDA bridge and apply the normalisation tests that separate legitimate add-backs from aggressive ones
Analyse working capital, set a fair NWC peg, and identify the seasonal manipulation in Summit's accounts
Reconcile EBITDA to free cash flow and build the enterprise-to-equity bridge using the debt-like items checklist
Conduct commercial DD - independent market sizing, competitive positioning, customer quality assessment using the four-lens framework
Review contracts for legal deal-killers - change-of-control triggers, IP gaps, missing non-competes - without needing a law degree
Assess operational and people risk - legacy IT, cybersecurity exposure, key person dependencies, cultural compatibility
Coordinate parallel workstreams and triage every finding into deal-breakers, price chips, or contractual protections
Write the exception-based DD memo that investment committee decision-makers can act on in thirty minutes
Build the valuation waterfall that integrates every finding into an adjusted enterprise value range
Translate findings into SPA mechanisms - indemnities, escrow, closing conditions, working capital adjustments
Manage the sign-to-close gap and protect deal value between signing and completion
Apply the five principles of deal-protective diligence across any deal, sector, or market condition
The Practitioner Toolkit
Every lecture delivers downloadable resources - case study briefs, cliff notes, infographics, presenter scripts, NotebookLM source documents, and slide decks. You leave the course with the working files of an experienced deal team: a master due diligence checklist, a comprehensive glossary, the workstream architecture template, and the practitioner toolkit you can deploy on your next mandate.
Practice Under Pressure - AI Role-Plays
Throughout the course you face a series of high-stakes conversations powered by Udemy's AI Role-Play system. You convince a VP to sign off your DD plan. You challenge Summit's CFO on twelve EBITDA adjustments. You extract a hidden cybersecurity breach from a former Head of IT in a thirty-minute reference call. You defend the deal to a Senior Partner before Investment Committee. You interrogate the target CEO about an undisclosed disclosure failure. Each role-play tests judgment, not memorisation - because that is what the work actually requires.
What Makes This Course DifferentSingle Running Case Study. Every concept is applied to one acquisition - Vanguard / Summit Industrial Services - so you see how findings accumulate, connect, and flow through to deal protections. No abstract theory. Every lecture delivers a skill you can use on your next deal.
Practitioner-Led. Built on thirty years of live M and A transactions across multiple sectors and deal sizes, from mid-market acquisitions to billion-pound cross-border deals. The frameworks, checklists, and judgment calls reflect what actually happens in real transactions, not what textbooks describe.
Practice, Not Theory. AI role-plays test the skills that matter - questioning, calibration, negotiation, defending under pressure. The skills that separate analysts who fill templates from analysts who protect capital.
Who this course is for
Investment banking analysts and associates running M&A deals who want a proven methodology for financial, commercial, and legal due diligence
Private equity professionals and corporate development teams responsible for buy-side diligence who need to convert findings into deal protections
M&A advisers, corporate finance professionals, and management consultants wanting structured frameworks for evaluating acquisition targets
CFOs and finance directors overseeing acquisitio
MB A students and finance professionals targeting investment banking or PE roles who need real practitioner knowledge beyond financial modelling


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