This text provides a concise statement of the the state corporate and federal securities laws governing mergers and acquisitions law designed for law students taking an advanced business law course such as mergers and acquisitions or corporate finance, lawyers practicing in corporate takeovers, and judges faced with cases arising out of such transactions. This thoroughly updated third edition features a considerably expanded treatment of practical aspects, such as drafting merger agreements, preparing disclosure documents, and dealing with takeover defenses.
Corporations classes present students with two related problems: First, many students have trouble understanding the cases studied because they do not understand the transactions giving rise to those cases. Second, Corporations classes at many law schools are taught from a law and economics perspective, which many students find unfamiliar and/or daunting. Yet, with few exceptions, corporate law treatises and other study aids have essentially ignored the law and economics revolution. This book is intended to remedy these difficulties. The pedagogy is up-to - date, with a strong emphasis on the doctrinal issues taught in today's Corporations classes and, equally important, a mainstream economic analysis of the major issues in the course. As such, the text is coherent and cohesive: It provides students not only with an overview of the course, but also (and more importantly) with a unifying method of thinking about the course. Using a few basic tools of law and economics-price theory, game theory, and the theory of the firm literature-students will come to see corporate law as the proverbial "seamless web." Finally, the text is highly readable: The style is simple, direct, and reader- friendly. Even when dealing with complicated economic or financial issues, the text seeks to make those issues readily accessible.
Starting an app development company is one of the most rewarding things you’ll ever do. Or it sends you into bankruptcy and despair. If only there was a guide out there, to help you along the way. This book is your guide to starting, running, expanding, buying, and selling a development consulting firm. But not just any consulting firm, one with a focus on Apple. Apple has been gaining adoption in businesses ranging from traditional 5 person start ups to some of the largest companies in the world. Author Charles Edge has been there since the days that the Mac was a dying breed in business, then saw the advent of the iPhone and iPad, and has consulted for environments ranging from the home user to the largest Apple deployments in the world. Now there are well over 10,000 shops out there consulting on Apple in business and more appearing every day. Build, Run, and Sell Your Apple Consulting Practice takes you through the journey, from just an idea to start a company all the way through mergers and finally into selling your successful and growing Apple development business. What You'll Learn Create and deploy grassroots as well as more traditional marketing plans Engage in the community of developers and companies that will hire you and vice versa Effecively buy and sell your time and talents to grow your business while remaining agile Who This Book Is For Business owners looking to grow and diversify their companies as well as developers, engineers, and designers working on Apple apps who would like to branch out into starting their own consulting business.
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.
Ease the M&A process with a more effective integration plan The Complete Guide to Mergers and Acquisitions is the ultimate handbook for planning and managing post-merger integration. Packed full of "how to" guidance, tools, templates and resources that have been put to the test on numerous due diligence and integration efforts around the world, The Complete Guide to Mergers and Acquisitions has been the go-to guide for firms seeking to maximize the value of their deals since the release of the first edition in 1999. Poor integration management virtually ensures that a merger or acquisition will fail to meet financial and strategic goals. The Complete Guide to Mergers and Acquisitions provides the information that enables firms to quickly and prudently capture projected cost and revenue synergies, and to move the combined organization forward. The book addresses strategic deal considerations, due diligence, integration management, people dynamics and cultural integration, common integration mistakes, communications strategies, and provides actionable steps toward creating measurable, positive results throughout the integration process. The updated third edition contains new information and tools to help firms in any industry manage deals of all sizes, including: Results of The State of M&A Integration Effectiveness Survey, 2014 A new chapter on the M&A process deal stages, with an expanded Deal Flow Model Findings of substantial M&A research from various studies in multiple industries and organizations, supporting the concepts presented throughout the book New and revised tools and templates for due diligence, integration, and results measurement and reporting New case examples of recent transactions Highlighted 'Key Principles' throughout each chapter A summary of key points at the end of each chapter Discussion questions addressing the key themes of each chapter A 'rapid assessment' diagnostic regarding the key elements of each chapter, which can be completed for any organization A revised chapter on taking your M&A game to the next level – essential requirements for building M&A capabilities into a consistently successful enterprise competency Merger and acquisition activity across the globe continues to grow, and is also playing a major role in the development of expanding markets. A well-managed integration effort is essential to success, and failure means a tremendous waste in terms of time and money, as well as the rapid destruction of shareholder value. The Complete Guide to Mergers and Acquisitions: Process Tools to Support M&A Integration at Every Level, Third Edition is an invaluable resource to guide firms in managing M&A integration and maximize the value of their deals.
Hardly anybody outside a company knows its products and processes better than its suppliers. Research confirms that intensive integration of suppliers in the value creation process positively influences the success of the company, particularly in highly competitive industries. This is a result of the progressing reduction in the depth of value creation of manufacturers and the increasing transfer of know-how towards suppliers. In multilevel business-to-business relationships, suppliers often have the best or the only access and comprehensive knowledge about the end users. Therefore, suppliers determine the scope of possible innovations, which most companies do not actively use. This unique volume provides a comprehensive overview of theories, concepts and especially empirical results on open innovation and the integration of suppliers. For this, authors from all over the world present their latest research results offering fascinating insights into collaborative approaches with suppliers. Contents:Introduction (Alexander Brem and Joe Tidd)Theories and Concepts:Advancing a Typology of Open Innovation (Peter Gianiodis, Scott C Ellis and Enrico Secchi)Open Innovation and the Integration of Suppliers — Literature Review and Discussion on Supplier Innovation (Alexander Brem and Gerd Schuster)Managing Open Innovation in New Product Development Projects: A Contingent Perspective (Hanna Bahemia and Brian Squire)Collaborative Product Development for Competing Suppliers (S Sinan Erzurumlu)Empirical Findings Based on Quantitative Research:Supplier Innovativeness and Supplier Pricing: The Role of Preferred-Customer Status (Holger Schiele, Jasper Veldman and Lisa Hüttinger)The Effect of Trade Policy Regimes on Firms' Learning From Suppliers How to Innovate (Jahan Ara Peerally and John Cantwell)The Relation Between Internal and External Open Innovation: A Study of Firms Located in the Goomi and Banwol-Sihwa Clusters in South Korea (Joseph Yun Jin-Hyo and Avvari V Mohan)Collaborative Approach Within the Open Innovation Framework: Russian Companies (Daria Podmetina, Maria Smirnova, Juha Väätänen and Marko Torkkeli)Rigidities Considered: Supplier Strategies for Integrated Innovation (Thorsten Teichert and Ricarda B Bouncken)Supplier Involvement in Customer New Product Development: New Insights From the Supplier's Perspective (Irina Tiemann, Nathalie Sick and Jens Leker)Insights From Case Study Research:Knowledge and Intellectual Property Management in Customer–Supplier Relations (Jaakko Paasi, Tuija Rantala, Katri Valkokari and Nari Lee)Procurement Procedures for Supplier Integration and Open Innovation in Process Development Projects (Per Erik Eriksson and David Rönnberg Sjödin)Organising Innovation Processes With Suppliers (Tina B Aune and Espen Gressetvold)Managing the Fuzzy Front End: Intra-Firm Versus Inter-Firm Networks (Jacob Høj Jørgensen, Erik Stavnsager Rasmussen, René Chester Goduscheit Bergenholtz and Carsten Bergenholtz)How New Product Development Service Suppliers Exchange Knowledge in Open Innovation Processes (Gabriele Colombo, Claudio Dell'Era and Federico Frattini)Managing Offshore Development: A Cultural Perspective (Petra Edoff, Christer Norström and Ylva Wretås)Wearing Different Hats: How Absorptive Capacity Differs in Open Innovation (Lance Newey)Generativity in Open Innovation Ecosystems: The iPhone and Android (Björn Remneland-Wikhamn, Jan Ljungberg, Magnus Bergquist and Jonas Kuschel)Crossing Horizons: Leveraging a Cross-Industry Innovation Search in the Front-End of the Innovation Process (Sabine Brunswicker and Ulrich Hutschek)Summary and Future Directions (Joe Tidd and Alexander Brem) Readership: Students and researchers who are interested in technology and innovation management. Keywords:Technology Management;Innovation Management;Innovation Process;Open Innovation;Supplier;Supply ChainKey Features:Includes latest research from leading academics in the fieldDiscusses all relevant aspects of supplier innovationProvides international approach with contribution from all over the worldReviews: “The diversity of topics and research approaches used in the papers is a key strength of the book. In most cases the methodology is well discussed to allow the researcher to replicate the research process…” Gregory J Bush Journal of Business-to-Business Marketing, 2014
The last few years have witnessed the largest merger wave in history. From Travelers and Citibank to Chrysler and Daimler-Benz, M&A activity has hit record numbers. With the explosion in this activity, executives of all levels must master the elements essential to a successful merger, acquisition, buyout, takeover, or restructuring. Internationally-renowned M&A expert J. Fred Weston shares the key insight and knowledge in Mergers & Acquisitions, one of the lead-off books in the new McGraw-Hill Executive Education Library. Weston, author of countless books and articles, will show readers how today's mergers are strategic maneuvers designed to build a firm's competitive advantage. He shows readers how acquisition decisions must be weighed carefully to determine costs and benefits. Based on UCLA's executive education mergers and acquisitions program, Mergers & Acquisitions provides coverage of today's most important M&A topics, from the takeover process and strategic planning frameworks to financial restructuring and integration. Readers will find a concise guide loaded with the tools and insight they need to understand legal and regulatory environments, how to best structure deals fr
THE NEW M&A STRATEGY FOR LONG-TERM SUCCESS IN TODAY’S VOLATILE MARKETS "Rich in examples and details, well-grounded in wisdom from years of experience, and blessedly practical . . . . engaging, well-written, and loaded with worthy insights. Study this book and prosper." -- DR. ROBERT B RUNER, Dean, University of Virginia’s Darden School of Business, and author of Deals from Hell, The Panic of 1907, and Applied Mergers & Acquisitions. "Drawing on his experience with more than 100 M&A transactions, Hoffmann has written a defi nitive 'how-to' for acquiring companies in the below $50 million sales market space. The examples . . . [offer] astute insight into every feature of the topic." -- DR. NANCY BAGRANOFF, Dean, Robins School of Business of the University of Richmond; President of the American Accounting Association; and coauthor of Core Concepts of Consulting for Accountants and Core Concepts of IT Auditing. "This is a wonderful history with compelling lessons from the great successes of the Trader Publishing and Landmark Communications leadership and business model. The reflection on past deals gone wrong helps the reader understand why you do deals, how to pursue M&A, and what principles you need to be successful." -- MACON B. ROCK, founder and Chairman of Dollar Tree Stores, Inc., and founder and former President of K&K Toys. "A must-read for those who hope to start small and grow big by acquiring, improving, and innovating. Following his rules may not lead you to be part of the 1 percent, but it will certainly keep you from being part of the 70 percent that fail." -- HOWARD S. TEVENSON, Senior Associate Dean, Harvard University; Director of Publishing, Harvard Business Publishing Company board; and author of New Business Ventures and the Entreprenuer, Make Your Own Luck, and Do Lunch or Be Lunch.
Consolidation and merger of corporations by Kevin K. Boeh
Category: Consolidation and merger of corporations
Mergers and Acquisitions: Text and Cases is a structured view of mergers and acquisitions (M&A) using a process-based framework. This framework gives the reader in-depth information about the process flow in successful deal making. The reader can then apply these concepts and frameworks to the real-life cases included in each chapter. Key Features: - Applies featured concepts to real-life scenarios - Provides insight from a Wall Street investment banker Because of its in-depth coverage of the entire M&A process, this book can be the core text for courses in M&A, Strategy, Finance, Operations, Law, or Accounting. Alternatively, it may be used as one of several assigned book and/or readings in relevant courses.