Mergers & Acquisitions from A to Z, 3rd Edition
Andrew J. Sherman, Milledge A. Hart
Hardcover, 672 pages
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This is the classic guide to mergers and acquisitions, now completely updated for today’s market.
Mergers and acquisitions are among the most powerful and versatile growth tools employed by companies of all sizes and in all industries. A well-timed purchase or a well-planned merger can boost both the immediate financial position and the long-term outlook for your organization.
Conversely, these transactions can quickly spell your organization’s doom if they are not conceived and executed carefully, legally, and sensibly. Whether you’re an M&A veteran or find yourself at the table for the first time, it’s crucial to have an authoritative, soup-to-nuts reference to guide you through the many complex steps involved in these major business strategies.
Mergers & Acquisitions from A to Z is a practical, hands-on resource for M&A participants on all sides of the transaction. The fully updated second edition covers the latest trends and best practices for structuring profitable deals, new rules and regulations in the age of the Sarbanes-Oxley act, and more. Covering the latest trends, developments, and best practices for the post-Madoff era, this comprehensive, hands-on resource walks readers through every step of the process, offering practical advice for keeping deals on track and ensuring postclosing integration success.
Clear and jargon-free, this authoritative book begins with a thorough overview, and then gives you extensive knowledge of the entire transaction process including:
Preparing for a Merger or Acquisition and Initiating the Deal. Understanding both the seller’s and buyer’s perspective is key, regardless of what your own role is in the transaction.
Preliminary Considerations and Documentation. The authors present the pros and cons of creating a letter of intent, and how to decide which kind to use (binding, non-binding, or hybrid).
Due Diligence. A thorough legal, financial, and operational analysis of the target business will identify and quantify any areas of concern.
Regulatory Considerations. These include general areas such as environmental, antitrust, securities, and others, as well as those issues specific to your industry or the situation.
Structuring the Deal. The architecture of the transaction will have profound effects on tax, accounting, shareholder, and other financial considerations for all the businesses involved.
Valuation and Pricing. Learn which valuation methods to use, and why the established value is only one component in calculating the actual purchase price.
Financing. How to determine if seller financing, venture capital, securities, and/or other alternatives are proper choices for your transaction.
The book also offers complete sample documents including acquisition agreements and other legally required papers, strategies for alleviating post-closing challenges, and "managing the deal-killers," the all-too-common mistakes and pitfalls that can derail even the most promising mergers and acquisitions. Finally, the authors take a look at a few of the alternatives to the M&A approach, including joint ventures, franchising, licensing, strategic alliances, and many others.
The power your organization can generate in concert with another is immense. With Mergers & Acquisitions from A to Z, you’ve got the crucial information and versatile tools to make the connection stronger, more durable, and more profitable for all involved.
"Mergers & Acquisitions from A to Z is a comprehensive, straightforward, authoritative, and surprisingly reader-friendly how-and-whether-to-do-it handbook on acquiring, selling, and merging companies. It includes everything you need to know. It contains all the questions to ask, the factors to consider in deciding whether and when to buy or sell and how to weigh them, the checklists to create, and the pitfalls to guard against. The absence of unnecessary jargon is as refreshing as the material is enlightening." -- Joel L. Fleishman, Professor of Law and Public Policy, Terry Sanford Institute of Public Policy, Duke University
"Mergers & Acquisitions from A to Z is a must-read for every entrepreneur driving a fast-growth company. The authors’ characterization of the latest trends and best practices empower the deal maker with the ability to see around the corner and sidestep disaster." -- Richard T. Cole, CEO, Geeks On Call America, Inc.
"As an attorney, there is no better resource for a dealmaker than Andrew Sherman. [He is] a highly rated instructor for our M&A certification program at NYU, [and] his book should be made required reading for every middle-market transaction advisor." -- Michael R. Nall, CPA, CM&A, Founder, Alliance of Merger & Acquisition Advisors
"This book is a treasure trove of very useful information for both buyers and sellers in corporate mergers & acquisitions. [The authors have] kept the pace moving by providing just the right information. It is extremely well written with examples and tools that buyers and sellers can use right out of the box as they firm up their M&A strategies. I highly recommend this book as a key ingredient for any corporate M&A department." -- Shiv Krishnan, President & CEO, INDUS Corporation
"Sherman and Hart have done a terrific job assembling and synthesizing the basic, yet critical, issues to be aware of before/during/after the deal. A well-rounded, up-to-date primer filled with pragmatic information that will serve as an excellent reference regardless the reader's M&A experience." -- Edward J. Hayes, Jr., Executive Vice President and Chief Financial Officer, Quantum Corporation
"After reading Andrew's book, it became clear that his insight and processes assist entrepreneurs looking to expand their businesses. Andrew's book offers guidance for non-U.S.-based businesses considering mergers and acquisitions in the United States." -- Nancye Miller, CEO, the Entrepreneurs' Organization
Andrew J. Sherman (Washington, DC) is internationally recognized as an authority on the legal and strategic issues of growing companies. He is a senior partner at Dickstein Shapiro Morin and Oshinsky LLP, and the author of Raising Capital and Franchising & Licensing. Milledge A. Hart (Palo Alto, CA) is managing director of Inveraray Partners and former president of the Young Entrepreneurs Organization
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