An advanced credential evidencing thehighest recognized standards of professionalexcellence for middle market corporatefinancial advisory and transaction services.

Reaching For A NewLevel Of ProfessionalAchievement

CertifiedMerger&AcquisitionAdvisor (CM&AA)Credentialing Program

Loyola University ChicagoExecutive Education

February 11-15, 2008

April 21-25, 2008

September 15-19, 2008

November 3-7, 2008

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Since formation in 1998, the Alliance of Merger & Acquisition Advisors® (AM&AA) hasemerged as a leading provider of educational, marketing, information and transaction resourcesfor corporate financial advisors.

AM&AA members have formed an international alliance of independent accountants, attor-neys, investors, and financial advisors whose focus is on serving the special corporate financialadvisory and transaction needs of privately held, middle market businesses. AM&AA’s network ofnearly 500+ member firms specialize in offering a wide variety of merger & acquisition and otherrelated corporate financial advisory services.

Because of this strong emphasis on M&A and transactional activities, the AM&AA hasdeveloped high-level training and support programs, such as the Certified Merger &Acquisition Advisor (CM&AA) designation as a benchmark of competency, necessary to better serve the needs of the marketplace.

The goal of the CM&AA certification is both simple and lofty: to maintain thehighest recognized standards of professional excellence for corporate advisory andtransaction services, while providing a recognized standard of professional expertisewithin that overall body of knowledge.

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The real strength of the AM&AA lies with the experience, understanding and transactionalknow-how of our members. Another key benefit is that the independent members of AM&AAare not operating in isolation. They act as a valuable network of resources for other members,and are viewed by prospects and clients as having the extended capabilities and professional expertise implicit with our world-class professional alliance.

Membership in the AM&AA and achieving the CM&AA designation provides the essential foundation for maintaining the highest professional standards. The CM&AA designation atteststo the holder’s mastery of this body of knowledge and commitment to staying abreast of newdevelopments in the field.

CM&AA certification is also important because it recognizes an individual’s professionalachievement and competence, serves as a tool to both attract and better serve clients, providesidentification with other professionals in the field, and stimulates career advancement. TheCM&AA designation may be prominently displayed on business cards, letterhead and other promotional items.

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dle market corporate financial advisors. From the caliber of our instructors to the content of thecurriculum, no other association has attempted to achieve such a high standard of overall excellence for its members.

The five-day CM&AA certification program, preceeded by a self-study program, is comprehensive in it’s entirety and complete. It builds on your existing skills providing you withthe necessary framework—and network—to further advance your professional and financialgoals, as well as those of the clients being served.

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CandidacyCandidates who wish to earn the CM&AA designation must first declare their intention

by completing the “Application for Admission” and paying the related training and application fees. The application must be completed and accepted by the Committee on Certification prior to registering for the training course. Membership in good standing in the Alliance of Merger & Acquisition Advisors® (AM&AA) is required to receive the CM&AA certification.

CharacterEach potential CM&AA candidate, in addition to pledging to uphold the Association’s

Code of Ethics, must submit along with the candidacy application two professional references attesting to the candidate’s character. Appropriate reference forms are providedupon request.

Experience/EducationCandidates are eligible for certification if they have achieved an advanced academic

degree(s) such as: • Doctorate degree (Ph.D.) • Juris Doctor (J.D.) • Masters in Business Administration (MBA)

Alternatively, for those who have obtained a college degree from an accredited institute of higher education, candidates will also qualify if they have attained an advanced business credential with any of the following professional credentials such as:

• Certified Public Accountant (CPA)• Certified Financial Planner (CFP)• Certified Valuation Analyst (CVA)• Certified Management Consultant (CMC)

This is NOT an all inclusive list and other advanced business credentials may be recognized bythe Committee on Certification upon request with the application.

Course RequirementsEligibility for the CM&AA certification requires a candidate to successfully complete a total

of 36 contact hours of AM&AA courses, plus passing a comprehensive examination with a score of 70 points or greater.

In addition, each candidate is encouraged to study and review home study training materials sentto them prior to attending the classes. They include:• Private Capital Markets by Robert T. Slee • Mergers & Acquisitions from A-Z by Andrew Sherman• The Handbook of Financing Growth by Kenneth H. Marks• The $10 Trillion Opportunity by Richard Jackim and Peter Christman

Certified Merger & Acquisition AdvisorCredentialing Program

A New Level of Professional Achievement

• Certified Business Intermediary (CBI) • Certified Business Appraiser (CBA)• Accredited Senior Appraiser (ASA)• Certified Management Accountant (CMA)

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Day 1 –“The Private Capital Marketplace”• Private Finance for Middle Market Companies • The “Bizaare Bazaar” • Internal Business Transfers – (ESOPS, charitable trusts, family)• External Business Transfers • Negotiating and Structuring the Deal• New Rules for Value Creation• Going Public vs. Going Private

Day 2 –“The Dynamics of an M&A Engagement” • Analyzing the Current Capital Structure• Normalizing Financial Statements• Preparing Prospective Financial Statements• How to Market M&A Expertise• “Sell-Side” Representation• “Buy-Side” Representation• Traditional Investment Banking Process• M&A Practice Management• Finding a Buyer or a Seller

Day 3 –“Business Valuation and M&A Standards”• Traditional Business Valuation Approaches & Methods• Transactional Valuation Theory• Theoretical Problems with WACC• Multi-constraints Value Maximization and Optimal Capital Structure

- Integrating ROI, Debt Capacity and Debt Service • Terminal Value with changing Capital Structure • Reducing Hyper-sensitivity to Cost of Capital and Growth Assumptions• M&A Standards: Enterprise Value and Operating Balance Sheet

Day 4 (morning) –“M&A Tax Issues”• Stock vs. Asset Sale Impacts for Buyer and Seller• Complex and Creative Tax Structuring Solutions• Statutory Merger & Acquisition Rules• Tax Deferral and Minimization Strategies

Day 4 (afternoon) –“Acquisition & Growth Financing”• Financing Business Acquisitions:• Working Capital Basics• Overview of Debt Financing• Overview of Equity• Mezzanine Financing Alternatives

Day 5 (morning) –“M&A Legal Issues”• Lawyer’s Role• Letter of Intent• Legal Aspect of the Deal Structure/Due Diligence• Representations and Warranties • Earnouts and Employment Agreements• Shareholder and Operating Agreements• Regulatory Laws/Securities Laws

Day 5 (afternoon)• Course Review – 1 hour• CM&AA Exam – 3 hours (or longer if needed)

* Sequence of days subject to change.

Loyola Certificate/AM&AA Advanced Professional CredentialAt the end of the program, all participants will receive a Certificate of Completion fromLoyola University Chicago’s Executive Education Department.

In addition, participants who successfully complete the certification test will also be awardedthe advanced professional credential “Certified Merger & Acquisition Advisor” (CM&AA)

Program Dates and Payment Methods

Training Program Dates:

February 11–15, 2008 c September 15–19, 2008 c

April 21–25, 2008 c November 3–7, 2008 c

Cost of the 5-day program: $3,490* Includes: CM&AA Application Fee (non-refundable) AM&AA membership for 1 year 5 day training program plus exam fees **4 textbooks: Private Capital Markets by Rob Slee Mergers & Acquisitions from A to Z by Andrew J. Sherman The Handbook of Financing Growth by Kenneth H. Marks The $10 Trillion Opportunity by Richard Jackim & Peter Christman 1 Business ValueXpress (BVX) software license for 1 year and webinar training

to be setup after completion of program 2 binders of support materials and presentations - to be distributed at beginning of program.

** Textbooks will be shipped by the AM&AA upon acceptance If application is not accepted, a full refund will be provided less $150 for the Application Fee

Payment Methods:

Check or Money Order c

Credit Card

c Master Card Card Number:

c Visa Expiration Date: Sec. Code:

c American Express Signature:

AM&AA Committee on Certification Alliance of Merger & Acquisition Advisors®

150 North Michigan Ave., Suite 2700 Chicago, IL 60601

AM&AA Contact: Mary Lou Nall Loyola Contact: Jennifer KilclinePhone: 1-877-844-2535 Phone: 312-915-6762 Fax: 312-729-9800 Fax: 312-915-6432 Email: info@amaaonline.org Email: executive-ed@luc.eduWeb: www.amaaonline.org Web: www.sba.luc.edu/centers/exec-ed

* Price increase expected Fall 2008.

APPLICATON FOR ADMISSION Instructions

Please type or print clearly. Make certain all information is complete and accurate. Sign and date the form in ink Enclose a check for $150 to cover the application fees to AM&AA Arrange to have two character reference forms completed and sent to the AM&AA office

Background Information Name (As you want it to appear on the certificate)

Last: First: MI:

Firm Name: _________________________________________________________________

Address:

City: State: Zip:

Phone: Fax:

Email: Website:

Practice Information

1. Years experience in this profession: 2. Your Position: Owner Independent Contractor

Officer Other 3. Number of Professionals who work in your office/firm.

1-5 6-10 11-50 51-100 100+ 4. Location of Other Offices (City, State)

Advisor Classification: Check for the most appropriate for your CURRENT professional/business affiliation

Accountant/CPA Lender/Finance Attorney M&A Intermediary Business Valuator Management Consultant (all types) Corporate Development Personal Financial Planner/Money Mgt Estate Planner Private Equity/Investor Investment Banker/Broker Dealer Technology Specialist Other

Education (Degree) (University/College) (Date)

Bachelors Masters Doctorate Other

Character References: List 2 (Form available upon request) 1. 2.

150 N. Michigan, Ave., Suite 2700 Chicago, Illinois 60601 Phone: 877-844-2535 Fax: (312) 729-9800 Website: www.amaaonline.org

Alliance of Merger & Acquisition Advisors® is registered withthe National Association of State Boards Accountancy (NASBA)

as a sponsor of continuing professional education on theNational Registry of CPE Sponsors. State boards of accountancyhave final authority on the acceptance of individual courses forCPE credit. Complaints regarding registered sponsors may be

addresses to the National Registry of CPE Sponsors, 150 FourthAvenue North, Nashville, TN, 37219-2417. Website:

www.nasba.org.

Earn up to 36 CPE Credits

Programs Level: AdvancedDelivery Method: Group-Live