Mergers and Acquisitions Basics: The Key Steps of Acquisitions, Divestitures, and Investments (Wiley Finance)

**The essential executive M&A primer, with practical tools and expert insight**__Mergers and Acquisitions Basics__ provides complete guidance on the M&A process, with in-depth analysis, expert insight, and practical tools for success. This new second edition has been updated to reflect the current M&A landscape, giving busy executives the ideal resource for navigating each step in the process. Veteran executives relate guidelines, lessons learned, and mistakes to avoid as they explain how M&As work, identify the major players, and describe the roles involved in a successful transaction. Both buyer and seller must consider a broad range of factors, and this essential guide provides checklists, forms, sample reports, and presentations to help you avoid surprises and ensure your organization's full preparation for the deal. Equity investments, valuation, negotiation, integration, legal aspects, and more are explained in detail to provide a foundational primer for anyone seeking to clarify their role in the process. Mergers and acquisitions are becoming ever more critical to the growth of large and mid-sized companies. This book balances depth and breadth to provide a one-stop guide to maximizing the financial and operational value of the deal. * Identify key drivers of purchase or sale * Understand major roles, processes, and practices * Avoid valuation detractors and negotiate effectively * Overcome common challenges to successful integration Effective M&As are highly strategic, solidly structured, and beneficial on both sides. It's a complex process with many variables, many roles, and many potential pitfalls, but navigating the deal successfully can mean the difference between growth and stagnation. __Mergers and Acquisitions Basics__ is the comprehensive resource every executive needs to understand the ins-and-outs of strategic transactions Content: Cover Title Page Copyright Contents Preface Acknowledgments Chapter 1: Introduction Notes Chapter 2: The Players The Buyer Strategic Buyers Financial Buyers The Seller Partial Sellers Full Sellers Unwilling Sellers Investors/Owners Entrepreneurs/Founders Private Equity Public Investors Individual Investors Institutional Investors Corporate Staff Board of Directors Executive Management Line Management Corporate Development Advisors Lawyers Investment Bankers Auditors Consultants Advisor Staff Regulators Securities and Exchange Commission (SEC). State and Local RegulationsIndustry Regulators International Regulators Others The Public Customers, Partners, and Competitors The Press Notes Chapter 3: Decision to Buy or Sell Reasons to Buy Customers and Market Share Geographic Reach Technology/Product Brand People Economies of Scale Differences/Market Position Choosing to Sell Business Reasons to Sell Cashing Out: Investor/Owner Reasons to Sell Notes Chapter 4: Buyer's Preparation for the Deal Developing a Strategy Broad Corporate Strategy Strategic Transaction Strategy Board and Management Buy-in. Building a CapabilityCorporate Development Team Advisors Other Corporate Resources Devising a Process Leveraging Expertise Approval Process Organizational Buy-in Planning the Message Notes Chapter 5: Seller's Preparation for the Deal Building a Capability Corporate Development Team Advisors Other Corporate Resources Making the Business Most Sellable Cleaning It Up Needs of Buyers Thinking Like a Subsidiary Building Market Reputation Setting Expectations with Constituents Owners Management Employees Conflicts in Plans Preparing the Business for Sale Value Enhancers. Value DetractorsWhen to Start Notes Chapter 6: Deal Process Determining the Universe of Buyers Making the Approach One-on-One Negotiation Formal Auction Informal Auction Bankruptcy Auction Direct versus Proxy Relative Positions of Power International M Tax HR IP Closing Procedures The Concept of ""Market"" Terms and Conditions Seller Behavior and Building Trust Notes Chapter 7: Due Diligence Building a Team Staff Functions Finance and Accounting Human Resources Real Estate Regulatory and Compliance Public Relations Line Functions What the Buyer Wants to Know. Business IssuesFinance/Accounting Issues Legal Issues Other Audits Regulatory Issues Notes Chapter 8: Valuation Standard Valuation Methods Trading Comps Transaction Comps Discounted Cash Flows Return on Equity and Other Internal Metrics Seller's Perspective on Valuation Pro Forma: Finding and Splitting the Upside Revenue Synergies Cost Synergies Other Synergies Costs of Synergies Who Gets the Gravy? Getting the Valuation and Pro Forma Done Carve-Outs: Divesting Business Units or Assets of a Corporation Currency and Payment Earn-Outs and Contingent Payments.

The essential executive M&A primer, with practical tools and expert insight

Mergers and Acquisitions Basics provides complete guidance on the M&A process, with in-depth analysis, expert insight, and practical tools for success. This new second edition has been updated to reflect the current M&A landscape, giving busy executives the ideal resource for navigating each step in the process. Veteran executives relate guidelines, lessons learned, and mistakes to avoid as they explain how M&As work, identify the major players, and describe the roles involved in a successful transaction. Both buyer and seller must consider a broad range of factors, and this essential guide provides checklists, forms, sample reports, and presentations to help you avoid surprises and ensure your organization's full preparation for the deal. Equity investments, valuation, negotiation, integration, legal aspects, and more are explained in detail to provide a foundational primer for anyone seeking to clarify their role in the process.

Mergers and acquisitions are becoming ever more critical to the growth of large and mid-sized companies. This book balances depth and breadth to provide a one-stop guide to maximizing the financial and operational value of the deal.

• Identify key drivers of purchase or sale
• Understand major roles, processes, and practices
• Avoid valuation detractors and negotiate effectively
• Overcome common challenges to successful integration

Effective M&As are highly strategic, solidly structured, and beneficial on both sides. It's a complex process with many variables, many roles, and many potential pitfalls, but navigating the deal successfully can mean the difference between growth and stagnation. Mergers and Acquisitions Basics is the comprehensive resource every executive needs to understand the ins-and-outs of strategic transactions.

The essential executive M&A primer, with practical tools and expert insight Mergers and Acquisitions Basics provides complete guidance on the M&A process, with in-depth analysis, expert insight, and practical tools for success. This new second edition has been updated to reflect the current M&A landscape, giving busy executives the ideal resource for navigating each step in the process. Veteran executives relate guidelines, lessons learned, and mistakes to avoid as they explain how M&As work, identify the major players, and describe the roles involved in a successful transaction. Both buyer and seller must consider a broad range of factors, and this essential guide provides checklists, forms, sample reports, and presentations to help you avoid surprises and ensure your organization's full preparation for the deal. Equity investments, valuation, negotiation, integration, legal aspects, and more are explained in detail to provide a foundational primer for anyone seeking to clarify their role in the process. Mergers and acquisitions are becoming ever more critical to the growth of large and mid-sized companies. This book balances depth and breadth to provide a one-stop guide to maximizing the financial and operational value of the deal. Identify key drivers of purchase or sale Understand major roles, processes, and practices Avoid valuation detractors and negotiate effectively Overcome common challenges to successful integration Effective M&As are highly strategic, solidly structured, and beneficial on both sides. It's a complex process with many variables, many roles, and many potential pitfalls, but navigating the deal successfully can mean the difference between growth and stagnation. Mergers and Acquisitions Basics is the comprehensive resource every executive needs to understand the ins-and-outs of strategic transactions. Cover -- Title Page -- Copyright -- Contents -- Preface -- Acknowledgments -- Chapter 1: Introduction -- Notes -- Chapter 2: The Players -- The Buyer -- Strategic Buyers -- Financial Buyers -- The Seller -- Partial Sellers -- Full Sellers -- Unwilling Sellers -- Investors/Owners -- Entrepreneurs/Founders -- Private Equity -- Public Investors -- Individual Investors -- Institutional Investors -- Corporate Staff -- Board of Directors -- Executive Management -- Line Management -- Corporate Development -- Advisors -- Lawyers -- Investment Bankers -- Auditors -- Consultants -- Advisor Staff -- Regulators -- Securities and Exchange Commission (SEC) -- State and Local Regulations -- Industry Regulators -- International Regulators -- Others -- The Public -- Customers, Partners, and Competitors -- The Press -- Notes -- Chapter 3: Decision to Buy or Sell -- Reasons to Buy -- Customers and Market Share -- Geographic Reach -- Technology/Product -- Brand -- People -- Economies of Scale -- Differences/Market Position -- Choosing to Sell -- Business Reasons to Sell -- Cashing Out: Investor/Owner Reasons to Sell -- Notes -- Chapter 4: Buyer's Preparation for the Deal -- Developing a Strategy -- Broad Corporate Strategy -- Strategic Transaction Strategy -- Board and Management Buy-in -- Building a Capability -- Corporate Development Team -- Advisors -- Other Corporate Resources -- Devising a Process -- Leveraging Expertise -- Approval Process -- Organizational Buy-in -- Planning the Message -- Notes -- Chapter 5: Seller's Preparation for the Deal -- Building a Capability -- Corporate Development Team -- Advisors -- Other Corporate Resources -- Making the Business Most Sellable -- Cleaning It Up -- Needs of Buyers -- Thinking Like a Subsidiary -- Building Market Reputation -- Setting Expectations with Constituents -- Owners -- Management -- Employees "This book will help answer the questions that senior level executives have about what M&As are and the steps involved in successful mergers and acquisitions. It provides guidelines and lessons for going through an effective M&A and discusses the key factors that a buyer or seller must consider during a merger or acquisition"-- Abstract: The essential executive M&A primer, with practical tools and expert insight Mergers and Acquisitions Basics provides complete guidance on the M&A process, with in-depth analysis, expert insight, and practical tools for success. Read more... "This book will help answer the questions that senior level executives have about what M & As are and the steps involved in successful mergers and acquisitions. It provides guidelines and lessons for going through an effective M & A and discusses the key factors that a buyer or seller must consider during a merger or acquisition"-- Provided by publisher "This book will help answer the questions that senior level executives have about what M et As are and the steps involved in successful mergers and acquisitions. It provides guidelines and lessons for going through an effective M et A and discusses the key factors that a buyer or seller must consider during a merger or acquisition"- Introduction The players Decision to buy or sell Buyer's preparation for the deal Seller's preparation for the deal Deal process Due diligence Valuation Integration planning Financing issues Closing the deal and after.