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Author: Peter A. Hunt Publisher: ISBN: 9780735510371 Category : Consolidation and merger of corporations Languages : en Pages : 0
Book Description
Unlike other Mand&A references, this one-volume guide establishes a framework for analyzing each transaction from a financial perspective, and evaluating your options in terms of how they create value today or better position the company to build value tomorrow. In this newly updated Fifth Edition of Structuring Mergers and& Acquisitions: A Guide to Creating Shareholder Value, you get clear, authoritative discussions of: How shareholder value relates to mergers and acquisitions, and different methodologies for valuing a transaction, such as discounted cash flow, comparable company, comparable transaction, premiums paid, price/volume relationships, and private company valuation. How accounting can influence value creating in mergers and acquisitions, a critical aspect of understanding and structuring the proper transaction for differing business circumstances. Collars, break-up fees, lock-ups, walk-aways, minority squeeze outs, earnouts, and anti-trust considerations, and other special topics you will encounter in deals Transactions you may encounter, from and“plain vanillaand” deals like mergers, acquisitions, divestitures, joint ventures, and leveraged buyouts, to more complicated restructuring alternatives like spin-offs, split-offs, share repurchases, recapitalizations and restructuring options that can enhance shareholder value. Protecting against takeover threats, including legal and structural defenses, with coverage of the most common form of legal defense, the shareholder rights plan. Making aggressive or hostile offers for a company, the pros and cons of and“going it aloneand” in attempting a hostile acquisition. Performing effective and complete due diligence on a company in the context of a transaction, a critical step that is often overlooked as something and“someone else should do.and” Handling the human aspects of mergers and acquisitions, including basic transition tips that can avoid massive pre- and post-deal turnover.
Author: Peter A. Hunt Publisher: ISBN: 9780735510371 Category : Consolidation and merger of corporations Languages : en Pages : 0
Book Description
Unlike other Mand&A references, this one-volume guide establishes a framework for analyzing each transaction from a financial perspective, and evaluating your options in terms of how they create value today or better position the company to build value tomorrow. In this newly updated Fifth Edition of Structuring Mergers and& Acquisitions: A Guide to Creating Shareholder Value, you get clear, authoritative discussions of: How shareholder value relates to mergers and acquisitions, and different methodologies for valuing a transaction, such as discounted cash flow, comparable company, comparable transaction, premiums paid, price/volume relationships, and private company valuation. How accounting can influence value creating in mergers and acquisitions, a critical aspect of understanding and structuring the proper transaction for differing business circumstances. Collars, break-up fees, lock-ups, walk-aways, minority squeeze outs, earnouts, and anti-trust considerations, and other special topics you will encounter in deals Transactions you may encounter, from and“plain vanillaand” deals like mergers, acquisitions, divestitures, joint ventures, and leveraged buyouts, to more complicated restructuring alternatives like spin-offs, split-offs, share repurchases, recapitalizations and restructuring options that can enhance shareholder value. Protecting against takeover threats, including legal and structural defenses, with coverage of the most common form of legal defense, the shareholder rights plan. Making aggressive or hostile offers for a company, the pros and cons of and“going it aloneand” in attempting a hostile acquisition. Performing effective and complete due diligence on a company in the context of a transaction, a critical step that is often overlooked as something and“someone else should do.and” Handling the human aspects of mergers and acquisitions, including basic transition tips that can avoid massive pre- and post-deal turnover.
Author: Donald DePamphilis Publisher: Academic Press ISBN: 9780080959108 Category : Business & Economics Languages : en Pages : 240
Book Description
Negotiations form the heart of mergers and acquisitions efforts, for their conclusions contain both anticipated and unforeseen implications. Don DePamphilis presents a summary of negotiating and deal structuring that captures its dynamic process, showing readers how brokers, bankers, accountants, attorneys, tax experts, managers, investors, and others must work together and what happens when they don't. Writtten for those who seek a broadly-based view of M&A and understand their own roles in the process, this book treads a middle ground between highly technical and dumbed-down descriptions of complex events. It mixes theory with case studies so the text is current and useful. Unique and practical, this book can add hard-won insights to anybody's list of M&A titles.. Presents negotiation as a team effort Includes all participants, from investment bankers to accountants and business managers Emphasizes the interactive natures of decisions about assets, payments, and appropriate legal structures Written for those who seek summarizing, non-technical information
Author: Peter A. Hunt Publisher: Aspen Law & Business ISBN: 9780735584587 Category : Law Languages : en Pages : 778
Book Description
Unlike other M&A references, this one-volume guide establishes a framework for analyzing each transaction from a financial perspective, and evaluating your options in terms of how they create value today or better position the company to build value tomorrow. In this newly updated Fourth Edition of Structuring Mergers & Acquisitions: A Guide to Creating Shareholder Value, you get clear, authoritative discussions of: How shareholder value relates to mergers and acquisitions, and different methodologies for valuing a transaction, such as discounted cash flow, comparable company, comparable transaction, premiums paid, price/volume relationships, and private company valuation. How accounting can influence value creating in mergers and acquisitions , a critical aspect of understanding and structuring the proper transaction for differing business circumstances. Collars, break-up fees, lock-ups, walk-aways, minority squeeze outs, earnouts, and anti-trust considerations, and other special topics you will encounter in deals Transactions you may encounter, from “plain vanilla” deals like mergers, acquisitions, divestitures, joint ventures, and leveraged buyouts, To more complicated restructuring alternatives like spin-offs, split-offs, share repurchases, recapitalizations and restructuring options that can enhance shareholder value. Protecting against takeover threats, including legal and structural defenses, with coverage of the most common form of legal defense, The shareholder rights plan. Making aggressive or hostile offers for a company, The pros and cons of “going it alone” in attempting a hostile acquisition. Performing effective and complete due diligence on a company in the context of a transaction, a critical step that is often overlooked as something “someone else should do.” Handling the human aspects of mergers and acquisitions, including basic transition tips that can avoid massive pre- and post-deal turnover.
Author: Alexandra Reed Lajoux Publisher: McGraw Hill Professional ISBN: 007143593X Category : Business & Economics Languages : en Pages : 402
Book Description
Real-world advice for determining the most advantageous structure in a merger, acquisition, or buyout The actual structuring of a merger or acquisition is key to the success of the entire procedure. The Art of M&A Structuring explores ways to approach a deal as an investment and satisfy the often conflicting financial and operational goals of all parties, from buyers and sellers to investors and lenders. Written in the trademark Q&A style that made The Art of M&A a landmark business bestseller, this book is filled with real-world examples and cases. Decision makers in any organization will quickly find the M&A information and insights they need, including: Up-to-date GAAP and tax considerations Advantages and disadvantages of spin-offs and spin-outs Special considerations for off-balance-sheet transactions
Author: Christopher S. Harrison Publisher: John Wiley & Sons ISBN: 1119163609 Category : Business & Economics Languages : en Pages : 422
Book Description
A comprehensive introduction to today's M&A strategies Make the Deal is a direct and accessible guide to striking a powerful M&A deal. Merging business, finance, and law, this insightful examination of M&A strategy is designed to help you understand M&A negotiations and the ways in which the final outcome affects your financial future. A general overview of an acquisition agreement framework segues into a more detailed discussion of different deal structures, including stock sales, mergers, asset sales, and complex structures, giving you the information you need to know when each one applies best in practice. You'll gain insight into real-world negotiations and the delicate balancing act that occurs as each party attempts to maximize value and minimize risk, and learn the potential pitfalls that can occur. Negotiation statistics and samples from actual contracts back the war stories throughout, and reinforce the idea that there's no single perfect solution. As a topic of study, M&A is constantly evolving; in practice, it changes at the speed of light. Staying ahead of the market is the single most critical element of making the best deal, and the strategy that worked for one deal most likely won't work for the next. Instead of simply providing a list of strategies that have worked in the past, this book shows you why they worked, so you can tailor your strategy specifically to your next deal. Learn how M&A contract terms affect economic outcomes Examine the techniques and mechanics of today's acquisition agreements Develop a legal framework that supports your business strategy Follow the ups and downs that arise in real-world cases A successful M&A transaction requires both attention to detail and a big picture view, combined with skill, intellect, and ingenuity. Make the Deal brings it all together to show you how to run the table and come away with a win.
Author: Donald DePamphilis Publisher: Academic Press ISBN: 0123854857 Category : Business & Economics Languages : en Pages : 784
Book Description
Two strengths distinguish this textbook from others. One is its presentation of subjects in the contexts wherein they occur. The other is its use of current events. Other improvements have shortened and simplified chapters, increased the numbers and types of pedagogical supplements, and expanded the international appeal of examples.
Author: Felix Lessambo Publisher: Springer Nature ISBN: 3030857352 Category : Business & Economics Languages : en Pages : 228
Book Description
A merger or acquisition is one of the most significant events in the life of a firm and the consequences thereof are multi-faceted: Directors’ fiduciary duties, shareholders’ rights, valuation methods, structuring, and financing of the deal, to cite a few. Moreover, it requires an army of savvy professionals (accountants and investment banks, etc.) throughout the process; those understanding the technicalities of M&A guarantees and preventing costly missteps. This book explains the steps, distilling the process of both the legal and financial aspects of M&A, for both students and practitioners.
Author: Ginsburg & Levin, Rocap Publisher: Wolters Kluwer ISBN: 1454899875 Category : Languages : en Pages : 4936
Book Description
When structuring mergers and acquisitions, there's only one way to be sure that you've thought of all the tax and legal consequences: rely on Martin D. Ginsburg, Jack S. Levin and Donald E. Rocap as you plan, develop, and execute your M&A strategy. In this publication, these expert practitioners offer you: Solutions to real-life M&A problems as they arise in negotiations Step-by-step analysis of typical and non-typical mergers transactional permutations Checklists, flow charts, and other at-a-glance mergers practice materials Whether you represent the buyer, the seller, or another interested party, you can go straight to a model M&A agreement that gives you: A complete document structured to embody your client's M&A interests Clauses addressing a wide variety of specific mergers situations Specific language for even the smallest mergers and acquisitions variations you're likely to encounter Includes CD-ROM containing Mergers, Acquisitions, and Buyouts: Sample Acquisition Agreements Mergers, Acquisitions, and Buyouts is recently updated with: New step-by-step methods for structuring transactions, with tax, SEC, corporate, HSR, accounting and other mergers considerations New table summarizing and contrasting terms of pro-buyer, pro-seller, and neutral stock & asset purchase agreements New mergers legislation, M&A regulations, rulings, and court decisions impacting M&A transactions Previous Edition: Mergers, Acquisitions, and Buyouts, April 2018: Five-Volume Print Set, ISBN 9781454899341¿
Author: Martin D. Ginsburg Publisher: Aspen Publishers ISBN: Category : Consolidation and merger of corporations Languages : en Pages : 1228
Book Description
When structuring mergers and acquisitions, there's only one way to be sure that you've thought of all the tax and legal consequences: rely on Ginsburg and Levin as you plan, develop, and execute your strategy. In four information-packed volumes these expert practitioners offer you: Solutions to real-life M&A problems as they arise in negotiations Step-by-step analysis of typical and non-typical transactional permutations Checklists, flow charts, and other at-a-glance practice materials. Whether you represent the buyer, The seller, or another interested party, you can go straight to a model agreement that gives you: A complete document structured to embody your client's interest Clauses addressing a wide variety of specific situations Specific language for even the smallest variations you're likely to encounter Each model agreement is introduced and extensively annotated with detailed legal and tax analysis. and now, with just a keystroke or mouse click, you can jump To The next answer to any M&A question! the entire text of Ginsburg and Levin is here - plus it's linked electronically to cases, The Internal Revenue Code, Treasury Regulations, and Revenue Rulings.
Author: Ginsburg & Levin, Rocap Publisher: Wolters Kluwer ISBN: 1543821529 Category : Languages : en Pages : 4912
Book Description
Mergers, Acquisitions, and Buyouts, November 2020 By Martin D. Ginsburg, Jack S. Levin, Donald E. Rocap When structuring mergers and acquisitions, there's only one way to be sure that you've thought of all the tax and legal consequences: rely on Martin D. Ginsburg, Jack S. Levin and Donald E. Rocap as you plan, develop, and execute your mergers and acquisitions strategy. In this gold-standard resource for mergers and acquisitions analysis and guidance--available as a five-volume print set, a bundle with the print and CD-ROM editions, or online--these expert practitioners offer you: * Solutions to real-life business merger problems as they arise in negotiations * Step-by-step analysis of typical and non-typical company buyout and company merger transactional permutations * Checklists, flow charts, and other at-a-glance mergers practice materials Whether you represent the buyer, the seller, or another interested party, you can go straight to a model M&A agreement that gives you: * A complete document structured to embody your client's M&A interests * Clauses addressing a wide variety of specific mergers and acquisitions situations * Specific language for even the smallest mergers and acquisitions variations you're likely to encounter * Includes CD-ROM containing Mergers, Acquisitions, and Buyouts: Sample Acquisition Agreements When it comes to companies buying other companies--particularly public company acquisitions--seemingly every transaction raises something unique, Mergers, Acquisitions, and Buyouts is recently updated with: * New step-by-step methods for structuring transactions, with tax, SEC, corporate, HSR, accounting and other mergers considerations * New table summarizing and contrasting terms of pro-buyer, pro-seller, and neutral stock & asset purchase agreements * Practical guidance based on the latest mergers and acquisition news and the most recent corporate acquisition developments * New mergers legislation, M&A regulations, rulings, and M&A litigation outcomes impacting M&A transactions as reflected in recent mergers and acquisitions Frequently asked questions covered in Mergers, Acquisitions, and Buyouts: * What are the tax considerations in our M&A transaction? * Are there recent deals or developments affecting our M&A transaction? * How do we handle unwanted assets? * How do we handle reorganizations that are "solely for voting stock"? * What are the tax aspects of LBO structuring and financing? * What should we be taking into consideration regarding management compensation? * How do you execute a mergers and acquisitions strategy using Partnership, LLC, or REIT?
Author: Peter A. Hunt
Author: Peter A. Hunt
Author: Donald DePamphilis
Author: Peter A. Hunt
Author: Alexandra Reed Lajoux
Author: Christopher S. Harrison
Author: Donald DePamphilis
Author: Felix Lessambo
Author: Ginsburg & Levin, Rocap
Author: Martin D. Ginsburg
Author: Ginsburg & Levin, Rocap