05284nam 2200625 450 991014130280332120170814164259.01-119-20038-50-470-91860-8(CKB)2670000000164159(EBL)700551(OCoLC)784881932(SSID)ssj0000638505(PQKBManifestationID)12208163(PQKBTitleCode)TC0000638505(PQKBWorkID)10714457(PQKB)11440279(MiAaPQ)EBC700551(EXLCZ)99267000000016415920160809h20112011 uy 0engur|n|---|||||txtccrMergers and acquisitions playbook lessons from the middle-market trenches /Mark A. FilippellHoboken, New Jersey :Wiley,2011.©20111 online resource (468 p.)Wiley Professional Advisory Services ;v.3"Western Reserve Partners"--Cover.0-470-62753-0 Includes bibliographical references at the end of each chapters and index.Cover; Half title page; Title page; Copyright page; Dedication; Preface: The Uneven Playing Field; Acknowledgments; CHAPTER 1 Why People Sell Businesses; HONESTY IS THE BEST POLICY; MOST COMMON REASONS PEOPLE SELL; PROACTIVELY MAKING THE SALE DECISION; CHAPTER 2 Should the Seller Hire an Intermediary?; WHAT DO INVESTMENT BANKERS DO, ANYWAY?; CRITERIA FOR SELECTING AN INVESTMENT BANKER; INVESTMENT BANKER FEES; CHOOSING THE RIGHT INVESTMENT BANKER; CHAPTER 3 What Is the Business Worth?; VALUATION METHODOLOGIES; APPLYING VALUATION THEORY TO REAL-WORLD SITUATIONSCHAPTER 4 The Difference between "Value" and "Currency"MEDIUMS OF EXCHANGE IN M&A; SALE OF A COMPANY'S STOCK; CHAPTER 5 Taking Advantage of the Seller's Unfair Advantages: Prepping and Timing; PREPARATION; TIMING; INVOLVING THE MANAGEMENT TEAM; (NOT) INVOLVING COMPANY EMPLOYEES; INFORMING THE WORKFORCE; DEALING WITH LEAKS; CONCLUSION; CHAPTER 6 Preparing the Documents; THE OFFERING MEMORANDUM; THE EXECUTIVE SUMMARY; THE MANAGEMENT PRESENTATION; THE DATA ROOM; THE DEFINITIVE PURCHASE AGREEMENT; CHAPTER 7 Identifying and Cultivating the Right Buyers; STRATEGIC BUYERS; FINANCIAL SPONSORSDIVERSIFICATION PARTIESEMPLOYEE STOCK OWNERSHIP PLANS; MANAGEMENT; FAMILY MEMBERS; CHAPTER 8 How Many Buyers to Approach?; NEGOTIATED SALE; LIMITED AUCTION; BROAD AUCTION; CHAPTER 9 Approaching Prospective Buyers; CONFIDENTIALITY; DISTRIBUTING THE OFFERING MEMORANDUM TO BUYERS; SECURING BUYERS' INDICATIONS OF INTEREST; APPENDIX 9A: CONFIDENTIALITY AGREEMENT; APPENDIX 9B: SAMPLE PROCESS LETTER; APPENDIX 9C: INDICATION OF INTEREST; CHAPTER 10 Management Presentations and Plant Tours; MANAGEMENT PRESENTATIONS; FACILITY TOURS; NEXT STEPS; CHAPTER 11 Negotiating the Purchase PriceTHE LETTER OF INTENTCASE-SPECIFIC NEGOTIATING STRATEGIES; NEGOTIATING DYNAMICS; APPENDIX 11A: LETTER OF INTENT; CHAPTER 12 Moving from Letter of Intent to Closing; THE NEGOTIATING DYNAMICS HAVE REVERSED; HART-SCOTT-RODINO FILING; KEEPING THE CLOSING PROCESS ON TRACK; WHAT IF IT'S NOT MEANT TO BE?; APPENDIX 12A: DEFINITIVE PURCHASE AGREEMENT; CHAPTER 13 Sales Forced by Bankruptcy or Financial Duress; THE PAINFUL DECISION TO ACT; SECURED PARTY SALES; SALES ENGINEERED BEFORE FILING, BUT CLOSED IN BANKRUPTCY COURT; SALES ENGINEERED AND CLOSED IN BANKRUPTCY COURT; CHAPTER 14 Working with LawyersLEGAL INVOLVEMENT FROM DAY ONETHE LAWYER'S DISTINCT ROLE; DEAL MAKERS VERSUS DEAL BREAKERS; RETAINING THE RIGHT M&A LAWYER; THE LEGAL CHECK-UP; COLLABORATING WITH THE INVESTMENT BANKER; DRAFTING AND NEGOTIATING THE PURCHASE AGREEMENT; EFFECTIVE VERSUS INEFFECTIVE LAWYERING; MANAGING THE M&A LAWYER; APPENDIX 14A: SELLER'S ATTORNEY PRETRANSACTION CHECKLIST; CHAPTER 15 After the Sale Has Closed; POST-CLOSING IMMEDIATE COOPERATION; POST-CLOSING SUBSEQUENT MATTERS; POST-CLOSING FINANCIAL MATTERS; NEW HORIZONS; LEVELING THE PLAYING FIELD; About the Author; Index The ultimate ""tricks of the trade"" guide to mergers and acquisitions Mergers and Acquisitions Playbook provides the practical tricks of the trade on how to get maximum value for a middle-market business. This book uniquely covers how to prepare for a sale, how to present the business most positively, and how to control the sale timetable.Written in a straight-talking style Provides the tricks of the trade on how to get maximum value for a middle-market businessShows how the sellers can take capitalize their inherent ""unfair advantages"" ExWiley Professional Advisory ServicesSale of business enterprisesConsolidation and merger of corporationsElectronic books.Sale of business enterprises.Consolidation and merger of corporations.658.1/62658.162Filippell Mark A.1953-888341MiAaPQMiAaPQMiAaPQBOOK9910141302803321Mergers and acquisitions playbook1984589UNINA