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The essential M&A primer, updated with the latest research and statistics Mergers, Acquisitions, and Corporate Restructurings provides a comprehensive look at the field's growth and development, and places M&As in realistic context amidst changing trends, legislation, and global perspectives. All-inclusive coverage merges expert discussion with extensive graphs, research, and case studies to show how M&As can be used successfully, how each form works, and how they are governed by the laws of major countries. Strategies and motives are carefully analyzed alongside legalities each step of the way, and specific techniques are dissected to provide deep insight into real-world operations. This new seventh edition has been revised to improve clarity and approachability, and features the latest research and data to provide the most accurate assessment of the current M&A landscape. Ancillary materials include PowerPoint slides, a sample syllabus, and a test bank to facilitate training and streamline comprehension. As the global economy slows, merger and acquisition activity is expected to increase. This book provides an M&A primer for business executives and financial managers seeking a deeper understanding of how corporate restructuring can work for their companies. Understand the many forms of M&As, and the laws that govern them Learn the offensive and defensive techniques used during hostile acquisitions Delve into the strategies and motives that inspire M&As Access the latest data, research, and case studies on private equity, ethics, corporate governance, and more From large megadeals to various forms of downsizing, a full range of restructuring practices are currently being used to revitalize and supercharge companies around the world. Mergers, Acquisitions, and Corporate Restructurings is an essential resource for executives needing to quickly get up to date to plan their own company's next moves.
Make every deal a major win! The M&A classic has been updated for today’s business landscape Since the last edition of this authoritative resource was published, the M&A world has gone from boom to bust and back again—and this new edition brings you completely up to date. With critical lessons learned from the financial crises and regulatory shocks of the past decade, The Art of M&A, Fifth Edition delivers the information and insight you need to make all the right decisions throughout the process. Learn the ins and outs of: •Getting Started—basic process, requirements, and objectives• Strategy—deciding what to buy and why•Valuation and Modeling—measuring and projecting value pre- and post-merger• Financing and Refinancing—sourcing capital • Structuring—mitigating financial, tax, and legal risk• Due Diligence—investigating a business’s past, present, and future risks• Documentation and Closing—pulling everything together to ensure a smooth transaction • Integration—merging resources, processes, and responsibilities to maximize synergies• Landmark Cases—legal cases you need to understand The Art of M&A is an indispensable resource for anyone heavily engaged in the process—whether you’re an executive tasked with growing your businesses, an investment banker structuring transactions, an attorney responsible for due diligence, or an accountant who advises buyers and sellers. Turn to this definitive resource to develop, steward, and close deals that benefit everyone involved.
A comprehensive guide to the world of mergers and acquisitions Why do so many M&A transactions fail? And what drives the success of those deals that are consummated? Robert Bruner explains that M&A can be understood as a response by managers to forces of turbulence in their environment. Despite the material failure rates of mergers and acquisitions, those pulling the trigger on key strategic decisions can make them work if they spend great care and rigor in the development of their M&A deals. By addressing the key factors of M&A success and failure, Applied Mergers and Acquisitions can help readers do this. Written by one of the foremost thinkers and educators in the field, this invaluable resource teaches readers the art and science of M&A valuation, deal negotiation, and bargaining, and provides a framework for considering tradeoffs in an effort to optimize the value of any M&A deal.
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.
The classic, comprehensive guide to mergers and acquisitions, now completely updated for today''s market.
Mergers, Acquisitions, and Buyouts, December 2021 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?
The new M&A bible. Few actions can change the value of a company—and its competitive future—as quickly and dramatically as an acquisition. Yet most companies fail to create shareholder value from these deals, and in many cases they destroy it. It doesn't have to be this way. In The Synergy Solution, Deloitte's Mark Sirower and Jeff Weirens show acquirers how to develop and execute an M&A strategy—end to end—that not only avoids the pitfalls that so many companies fall into but also creates real, long-term shareholder value. This strategy includes how to: Become a prepared "always on" acquirer Test the investment thesis and DCF valuation of a deal Plan for a successful Announcement Day, and properly communicate synergy promises to investors and other stakeholders Realize those promised synergies through integration planning and post-close execution Manage change and build a new, combined organization Sirower and Weirens provide invaluable background to those considering M&A, laying out the issues they have to consider, how to analyze them, and how to plan and execute the deal effectively. They also show those who have already started the process of M&A how to maximize their chances of success. There's an art and a science to getting mergers and acquisitions right, and this powerful book provides the insights and strategies acquirers need to find success at every stage of an often complex and perilous process.
The first true insider’s account of private equity, revealing what it takes to thrive among the world’s hungriest dealmakers “Brilliant . . . eloquently takes readers inside the heroic world of private equity . . . [an] essential read.”—Forbes ONE OF THE BEST BOOKS OF THE YEAR: Next Big Idea Club Private equity was once an investment niche. Today, the wealth controlled by its leading firms surpasses the GDP of some nations. Private equity has overtaken investment banking—and well-known names like Goldman Sachs and Morgan Stanley—as the premier destination for ambitious financial talent, as well as the investment dollars of some of the world’s largest pension funds, sovereign wealth funds, and endowments. At the industry’s pinnacle are the firms’ partners, happy to earn “two and twenty”—that is, a flat yearly fee of 2 percent of a fund’s capital, on top of 20 percent of the investment spoils. Private equity has succeeded in near-stealth—until now. In Two and Twenty, Sachin Khajuria, a former partner at Apollo, gives readers an unprecedented view inside this opaque global economic engine, which plays a vital role underpinning our retirement systems. From illuminating the rituals of firms’ all-powerful investment committees to exploring key precepts (“think like a principal, not an advisor”), Khajuria brings the traits, culture, and temperament of the industry’s leading practitioners to life through a series of vivid and unvarnished deal sketches. Two and Twenty is an unflinching examination of the mindset that drives the world’s most aggressive financial animals to consistently deliver market-beating returns.
A revealing, forward-looking examination of the outsize influence Google has had on the changing media Landscape. There are companies that create waves and those that ride or are drowned by them. As only he can, bestselling author Ken Auletta takes readers for a ride on the Google wave, telling the story of how it formed and crashed into traditional media businesses?from newspapers to books, to television, to movies, to telephones, to advertising, to Microsoft. With unprecedented access to Google?s founders and executives, as well as to those in media who are struggling to keep their heads above water, Auletta reveals how the industry is being disrupted and redefined. Using Google as a stand-in for the digital revolution, Auletta takes readers inside Google?s closed-door meetings and paints portraits of Google?s notoriously private founders, Larry Page and Sergey Brin, as well as those who work with?and against?them. In his narrative, Auletta provides the fullest account ever told of Google?s rise, shares the ?secret sauce? of Google?s success, and shows why the worlds of ?new? and ?old? media often communicate as if residents of different planets. Google engineers start from an assumption that the old ways of doing things can be improved and made more efficient, an approach that has yielded remarkable results? Google will generate about $20 billion in advertising revenues this year, or more than the combined prime-time ad revenues of CBS, NBC, ABC, and FOX. And with its ownership of YouTube and its mobile phone and other initiatives, Google CEO Eric Schmidt tells Auletta his company is poised to become the world?s first $100 billion media company. Yet there are many obstacles that threaten Google?s future, and opposition from media companies and government regulators may be the least of these. Google faces internal threats, from its burgeoning size to losing focus to hubris. In coming years, Google?s faith in mathematical formulas and in slide rule logic will be tested, just as it has been on Wall Street. Distilling the knowledge accrued from a career of covering the media, Auletta will offer insights into what we know, and don?t know, about what the future holds for the imperiled industry.