Mergers And Acquisitions And Joint Ventures

"By assembling the highly focused works of more than two dozen businessmen, lawyers, accountants, investment bankers, consultants, and experts in such fields as risk management and human resources, BenDaniel and Rosenbloom seamlessly illuminate a complex subject."-Paul E. Graf, President and CEO, Axel Johnson Inc. This fully revised Second Edition shows readers how to find, analyze, structure, and negotiate international deals.

"This volume includes selected chapters from the annual proceedings of the Fordham Corporate Law Institute. The general subject is the antitrust or competition law analysis of mergers, acquisitions and joint ventures which is a subject of increasing importance. In the last ten years there have been radical changes around the globe in the application of antitrust laws to mergers, acquisitions and joint ventures, including both domestic transactions and transborder transactions. For example, there has been a rabbiting proliferation of merger control systems which require premerger notification and entail global or world bars on closing. Today over 70 jurisdictions have merger control systems. Although differences continue to exist in the substantive tests and analyses, there is a gowing convergence with jurisdictions looking to prior and contemporaneous decisions and analyses in other jurisdictions, notably in the European Community and the United States. Thus most of the chapters focus on the antitrust treatment of merger and acquisitions under the EC Merger regulation and the Clayton Act.

Mergers, acquisitions, and alliances continue to be almost an everyday feature of the contemporary business scene, yet at least half prove to be unsuccessful. The authors show the contribution that psychology can make to our understanding of the merger phenomena - how it affects organizational performance, and how it affects the managers and employees involved. Mergers, Acquisitions and Strategic Alliances is intended as a guide to successful organizational marriage. Great emphasis is placed on the issue of cultural compatibility as it concerns partner selection, integration practices and venture outcomes. The book also focuses on cross-national mergers, acquisitions and joint ventures. With the increasing economic activity within the European Union and between the unions of other countries, there is a need to know more about the corporate and national cultures in these strategic alliances. The authors have drawn upon an extensive body of research based on recent cases in a wide cross section of industries across Europe. The book is unique in showing the actual effect mergers and acquisitions have on people, and consequently on the performance of the 'new' organization. It will be particularly relevant for decision makers - those who are involved in planning and implementing a large organizational change, and those responsible for ensuring successful integration afterwards. It would also be extremely useful for postgraduate management students, personnel executives and management consultants.

Acquisitions and joint ventures can be difficult, costly, and risky, but if a company uses the right teams and processes and is adequately prepared, the chance of success can be significantly increased. Dr. Triantis, a practitioner with extensive experience in M&A planning and implementation and business strategizing, discusses the resources and preparation that are needed before an acquisition or joint venture should even be started, and the various roles and responsibilities of project participants once it is underway. His book examines the sequence of steps, and the events involved in conducting an acquisition or joint venture and shows how the screening and opportunity assessment process, along with proper planning and transfer of responsibilities, can go a long way toward creating the conditions necessary for success. The book provides guidelines, advice, and recommendations that project teams in key areas must focus on, and by doing so it introduces much needed discipline into the M&A decision making process. It treats important issues and ingredients in project financial analysis, valuation, risk management, negotiations, due diligence and legal agreements. In addition, by examining M&A and joint venture project financing, implementation, the creation and harnessing of synergies, and the need for monitoring and control, the book gives readers greater confidence in their own M&A decision making. Readers will find instruction on how to obtain corporate approvals, deal with project impediments, assess the performance of project teams, distill lessons learned in conducting acquisitions and joint ventures, and how to institutionalize their knowledge after the project is completed. Highly detailed, with a unique viewpoint that challenges prevailing orthodoxies of M&A management, Dr. Triantis's step-by-step approach will be valuable not only for corporate M&A staffers but also for college-level teachers and students.

The legal, financial, and business primer to the M&A process Mergers and Acquisitions offers accessible step-by-step guidance through the M&A process to provide the legal and financial background required to navigate these deals successfully. From the initial engagement letter to the final acquisition agreement, this book delves into the mechanics of the process from beginning to end, favoring practical advice and actionable steps over theoretical concepts. Coverage includes deal structure, corporate structuring considerations, tax issues, public companies, leveraged buyouts, troubled businesses and more, with a uniquely solution-oriented approach to the M&A process. This updated second edition features new discussion on cross-border transactions and "pseudo" M&A deals, and the companion websites provides checklists and sample forms to facilitate organization and follow-through. Mergers and acquisitions are complex, and problems can present themselves at each stage of the process; even if the deal doesn't fall through, you may still come out with less than you bargained for. This book is a multi-disciplinary primer for anyone navigating an M&A, providing the legal, financial, and business advice that helps you swing the deal your way. Understand the legal mechanics of an M&A deal Navigate the process with step-by-step guidance Compare M&A structures, and the rationale behind each Solve common issues and avoid transactional missteps Do you know what action to take when you receive an engagement letter, confidentiality agreement, or letter of intent? Do you know when to get the banker involved, and how? Simply assuming the everything will work out well guarantees that it will—for the other side. Don't leave your M&A to chance; get the information and tools you need to get it done right. Mergers and Acquisitions guides you through the process step-by-step with expert insight and real-world advice.

Successfully Source, Negotiate, and Close Any Merger, Acquisition, or Joint Venture Making M&A Deals Happen provides a practical businessperson's approach to making M&A deals that withstand the test of time. The book presents complete guidance on how to source, negotiate, and close mergers, acquisitions, and joint ventures, discussing each stage of the deal process and highlighting the critical elements, risks, and opportunities of each. Bob Stefanowski, who has overseen more than $8.7 billion in M&A deals, equips readers with expert information on the M&A environment... developing a company strategy on M&A...financial modeling and final valuation...bidding strategies...structuring the deal...legal and regulatory issues...and much more. Filled with easy-to-use tools, techniques, and resources, Making M&A Deals Happen features: Proven M&A strategies and tactics that increase value for the company In-depth case studies of Tyco, Conseco, and Time Warner, showing where firms have gone wrong_and how to avoid similar pitfalls Detailed negotiation do's and don'ts and troubleshooting techniques A wealth of tables, charts, and examples that illustrate key methods Sample due diligence audit programs and information requests Based on a renowned course the author teaches at UPENN - Wharton Making M&A Deals Happen now offers a winning blueprint to all professionals actually involved in the M&A process_ whether in the planning, due diligence, or integration phases.

Mergers and acquisitions are a primary vehicle of growth for companies around the world. This book contains topics that range from strategy, to organizational integration, culture, leadership, human resource planning, and financial analysis.