The Art of M&A, Fourth Edition, Chapter 5 - Structuring Transactions: General, Tax, and Accounting Considerations PDF Download

Author: Stanley Reed
Publisher: McGraw Hill Professional
ISBN: 0071714987
Category : Business & Economics
Languages : en
Pages : 124

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Book Description
This chapter is from The Art of M&A, Fourth Edition, which, since its original publication, has been the definitive source of information for authoritative guidance on all aspects of mergers and acquisitions. This book provides clear, in-depth answers and explanations on everything from the SEC rules and new tax guidelines to documents and key players. From structuring to due diligence to integration, the authors provide up-to-the-minute information on avoiding mishaps and completing the deal.

Author: Edgar Martin Morsman
Publisher: Rma
ISBN:
Category : Business & Economics
Languages : en
Pages : 136

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Author: Edward K. Gill
Publisher:
ISBN: 9780835908818
Category : Commercial loans
Languages : en
Pages : 224

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Book Description
Commercial lending is an area which involves a certain degree of risk. This text aims to familiarize professionals with the pertinent issues, thus reducing the degree of risk. It disucsses the steps that must be taken before a commercial loan is granted and examines such topics as financial statement analysis and policy formulation.

Author: Moorad Choudhry
Publisher:
ISBN: 9781119200192
Category : Asset-backed financing
Languages : en
Pages :

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Book Description
BA step-by-step guide to implementing and closing securitization transactions/b Securitization is still in wide use despite the reduction in transactions. The reality is that investors and institutions continue to use this vehicle for raising funds and the demand for their use will continue to rise as the world's capital needs increase. iThe Mechanics of Securitization/i specifically analyzes and describes the process by which a bank successfully implements and closes a securitization transaction in the post subprime era. This book begins with an introduction to asset-backed securities and takes you through the historical impact of these transactions including the implications of the recent credit crisis and how the market has changed.ulliDiscusses, in great detail, rating agency reviews, liaising with third parties, marketing the deals, and securing investors/liliReviews due diligence and cash flow analysis techniques/liliExamines credit and cash considerations as well as how to list and close deals/liliDescribes the process by which a bank will structure and implement the deal, and how the process is project managed and tested across internal bank departments/ul While securitization transactions have been taking place for over twenty-five years, there is still a lack of information on exactly how they are processed successfully. This book will put you in a better position to understand how it all happens, and show you how to effectively implement an ABS transaction yourself.

Author: Jan H Dalhuisen
Publisher: Bloomsbury Publishing
ISBN: 1509926569
Category : Law
Languages : en
Pages : 1037

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Book Description
This is the seventh edition of the leading work on transnational and comparative commercial, financial, and trade law, covering a wide range of complex topics in the modern law of international commerce and finance. As a guide for students and practitioners it has proven to be unrivalled. The work is divided into three volumes, each of which can be used independently or as part of the complete work. Volume 3 deals with financial products and financial services; the structure and operation of banking and of the capital markets; the role of modern commercial and investment banks; and financial risk, stability and regulation, including the fallout from the 2008 financial crisis and the subsequent regulatory responses in the US and Europe. In sections on products and services, the blockchain and its potential are noted in the payment system, in the custodial holdings of investment securities, and in the derivative markets. A section on regulation critically reviews the need for macro-prudential supervision and an independent macro-prudential supervisor, the role of resolution authorities, the operation of the shadow banking system, and the extraterritorial reach and international recognition of financial regulation. All three volumes may be purchased separately or as part of a single set.

Author: Howard Morris
Publisher: Law Business Research Ltd.
ISBN: 1912377799
Category :
Languages : en
Pages : 126

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Book Description
With changes in credit markets, traditional steering committees have fallen from favour in restructurings. Too slow and unwieldy. Enter the ad hoc committee. These self-formed groups of creditors take less time to set up, are more flexible, and can achieve otherwise impossible results for debtors, thanks to their ability to act unilaterally.Global Restructuring Review's The Art of the Ad Hoc fills in the blanks. In plain English, it provides a comprehensive guide on how to work successfully with these committees and illuminates an activity that has rightly been described as "e;an art"e;.The book draws on the collective wisdom and real-life experiences of 20 distinguished practitioners from 10 different firms to cover the topic from every angle and perspective - particularly those of committee member and debtor, with emphasis on the practical throughout.The guide is edited by three respected restructuring practitioners with extensive cross-border experience - Howard Morris, Judge James Peck and Sonya Van den Graaff - and is split into three parts: Part I explains an ad hoc committee's formation and organisation; Part II, its activities and powers; and Part III, what trading committee members may undertake.

Author: Yoshiyuki Oba
Publisher: Lulu.com
ISBN: 1483466698
Category : Business & Economics
Languages : en
Pages : 96

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Book Description
With economic stagnation continuing to take a toll, it's more important than ever for medium-sized enterprises to thrive. These businesses can stabilize national economies and are expected to increase in number throughout the world - and we need to create an environment where they can succeed. Yoshiyuki Oba, who has twenty-seven years of experience in multinational SME banking and related fields, explores what managers, business partners, service providers, bankers, and politicians can do to help medium-sized enterprises thrive in this guide. He answers questions such as: What are the common great ideas of excellent, medium-sized business managers? How are medium-sized enterprises defined? He also highlights policies governing medium-sized enterprises, management tools and consulting services to avoid, and why people still aren't paying enough attention to this niche in the middle. While medium-sized enterprises are often the most difficult to manage, you can master The Art of Managing Middle.

Author: Jan H Dalhuisen
Publisher: Bloomsbury Publishing
ISBN: 1509949615
Category : Law
Languages : en
Pages : 488

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Book Description
“... presents a very different case: that of a civilized and cultivated cosmopolitan legal scholar, with a keen sense of international commercial and financial practice, with an in-depth grounding in both comparative legal history and comparative law, combined with the ability to transcend conventional English black-letter law description with critical judgment towards institutional wisdom and intellectual fashions.” (International and Comparative Law Quarterly) Volume 5 of this new edition uses the insights developed in Volumes 3 and 4 to deal with financial products and financial services, the structure and operation of banking and of the capital markets, and the role of modern commercial and investment banks. Sections on products and services address the blockchain and its potential in the payment system, in securitisations, in the custodial holdings of investment securities, and in the derivative markets. The complete set in this magisterial work is made up of 6 volumes. Used independently, each volume allows the reader to delve into a particular topic. Alternatively, all volumes can be read together for a comprehensive overview of transnational comparative commercial, financial and trade law.

Author: Jacob Orosz
Publisher: Jacob Orosz
ISBN:
Category : Business & Economics
Languages : en
Pages : 352

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Book Description
Written by Jacob Orosz, one of the M&A industry’s leading authorities and host of the #1 podcast on mergers and acquisitions – M&A Talk. Jacob is president of Morgan & Westfield, a nationwide M&A firm, and author of five books on M&A – The Art of the Exit, A Beginner’s Guide to Business Valuation, The Exit Strategy Handbook, Closing the Deal, and Acquired. Jacob has 20+ years of M&A experience and has valued and sold hundreds of businesses. Less than a third of businesses on the market actually change hands. So what does this mean for you? Think about it — with a significant amount of your wealth tied up in your business, planning your exit is one of the most critical decisions you’ll make. The Art of the Exit contains winning strategies I’ve learned from 20 years in the trenches selling businesses. This definitive guide is broken down into 10 simple steps from preparing your business for sale to orchestrating the closing. This handbook contains essential tips for owners of both Main Street and lower middle-market businesses valued at $500,000 to $10 million. This size range tends to be a no-man’s land for business owners when it comes time to sell. That’s because most business brokers work on smaller transactions, while investment banks are accustomed to handling larger transactions. Another challenge for businesses of this size is that the potential purchaser can be either an individual or a corporate buyer such as a competitor, private equity firm, or other company. The problem here is that the marketing strategies, negotiating tactics, and processes can vary significantly depending on the buyer most likely to purchase your business. MY STORY Twenty years ago, when I began helping entrepreneurs sell their businesses, I scoured the market for useful information. In doing so, I discovered that most of the available literature didn’t address the real-world problems I encountered. Rather, it was theoretical or directed at large, publicly traded companies. It’s difficult finding valuable, actionable information for companies in this size range. This book is loaded with proven strategies on the art and science of selling any business. I walk you through the entire sales process from preparing your business for sale to the closing and reducing risk every step of the way. You’ll receive solutions and proven guidance based on my decades of experience helping entrepreneurs sell their businesses for top dollar. The sale of your business will be one of the most stressful events in your life. Don’t go it alone. What’s Covered in the Book - Statistics on how long it takes to sell a business - A framework for helping you decide whether to sell your business - Guidance on informing and retaining your employees - Lessons learned for building a highly sought-after business based on dealing with thousands of buyers - Advice on building your deal team – including an attorney, broker, and M&A advisor - A concise breakdown of the most common valuation methods and concepts - A simple yet effective model for increasing the value of your business - Recommendations on financing the sale and minimizing the risk of a default - A synopsis of the four types of buyers, what they’re looking for, and their goals - Tips for maintaining confidentiality throughout the process - A detailed analysis of the letter of intent and its key clauses - A prescription for maximizing negotiating leverage - A strategy for maximizing the price and terms - Advice on preparing for and minimizing risk during due diligence - Tips for negotiating the purchase agreement and transaction structure

Author: Stanley Foster Reed
Publisher: McGraw Hill Professional
ISBN: 0071510346
Category : Business & Economics
Languages : en
Pages : 1082

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Book Description
Authoritative and completely up-to-date, the Fourth Edition of The Art of M&A is an unsurpassed, one-stop guide to every facet of mergers and acquisitions that enables you to make winning deals with complete confidence. This definitive resource retains its popular Q&A format, offering quick access to all the changes that have occurred in the field since the merger wave of the 1990s. The book explores every key aspect of winning M&A transactions, and presents advice on avoiding common M&A pitfalls. The Fourth Edition of The Art of M&A features vital information on: Getting Started in Mergers and Acquisitions --learning the basic M&A process, requirements, negotiating skills, and objectives Planning and Finding --deciding what to buy and then locating it Valuation and Pricing -- using multiple valuation methods to discover the true value of an acquired company or unit The Art of Financing and Refinancing -- mastering funding sources and issues Structuring M/A/B Transactions -- managing general, tax, and accounting considerations The Due Diligence Inquiry -- looking into the past, present, and future risks of the business to be purchased Negotiating the Acquisition Agreement and the Letter of Intent-- understanding two vital documents in the M&A process Closing -- synchronizing the many individual items to produce a harmonious transaction Postmerger Integration and Divestitures -- following through after the M&A deal to capture the economic value of synergies Special Issues for M&A in Public Companies_examining the unique legal and business considerations of public entities Workouts, Bankruptcies, and Liquidations -- handling specific financial problems that arise in M&A transactions with entities in the zone of insolvency Structuring Transactions with International Aspects -- developing the necessary skills and knowledge to do M&A deals across national borders Filled with detailed examples and case studies, this updated classic also includes discussion of purchase accounting, Section 404, new legal cases with M&A implications, and more.