LEADER 05284nam 2200625 450 001 9910141302803321 005 20170814164259.0 010 $a1-119-20038-5 010 $a0-470-91860-8 035 $a(CKB)2670000000164159 035 $a(EBL)700551 035 $a(OCoLC)784881932 035 $a(SSID)ssj0000638505 035 $a(PQKBManifestationID)12208163 035 $a(PQKBTitleCode)TC0000638505 035 $a(PQKBWorkID)10714457 035 $a(PQKB)11440279 035 $a(MiAaPQ)EBC700551 035 $a(EXLCZ)992670000000164159 100 $a20160809h20112011 uy 0 101 0 $aeng 135 $aur|n|---||||| 181 $ctxt 182 $cc 183 $acr 200 10$aMergers and acquisitions playbook $elessons from the middle-market trenches /$fMark A. Filippell 210 1$aHoboken, New Jersey :$cWiley,$d2011. 210 4$dİ2011 215 $a1 online resource (468 p.) 225 1 $aWiley Professional Advisory Services ;$vv.3 300 $a"Western Reserve Partners"--Cover. 311 $a0-470-62753-0 320 $aIncludes bibliographical references at the end of each chapters and index. 327 $aCover; 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 SITUATIONS 327 $aCHAPTER 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 SPONSORS 327 $aDIVERSIFICATION 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 Price 327 $aTHE 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 Lawyers 327 $aLEGAL 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 330 $a The ultimate ""tricks of the trade"" guide to mergers and acquisitions Mergers and Acquisitions Playbook provides the practical tricks of the trade on how to get maximum value for a middle-market business. This book uniquely covers how to prepare for a sale, how to present the business most positively, and how to control the sale timetable.Written in a straight-talking style Provides the tricks of the trade on how to get maximum value for a middle-market businessShows how the sellers can take capitalize their inherent ""unfair advantages"" Ex 410 0$aWiley Professional Advisory Services 606 $aSale of business enterprises 606 $aConsolidation and merger of corporations 608 $aElectronic books. 615 0$aSale of business enterprises. 615 0$aConsolidation and merger of corporations. 676 $a658.1/62 676 $a658.162 700 $aFilippell$b Mark A.$f1953-$0888341 801 0$bMiAaPQ 801 1$bMiAaPQ 801 2$bMiAaPQ 906 $aBOOK 912 $a9910141302803321 996 $aMergers and acquisitions playbook$91984589 997 $aUNINA