Acquisition Essentials: A Step-by-Step Guide to Smarter Deals, 2nd ed.
 

By: Denzil Rankine & Peter Howson
January 2014
Pearson Education
Distributed by Trans-Atlantic Publications Inc.
ISBN: 9781292000633
256 Pages, Illustrated
$162.50 Paper Original


Description:

 

The comprehensive and crystal-clear companion to making the right acquisition decisions and executing them well:

  • Acquisition is the most powerful corporate development tool available to companies and will therefore always be on the business agenda.
  • Very practical and easy to follow: diagrams, checklists and case studies throughout.
  • The authors have an accessible style and approach
  • The Audience: High level entrepreneurs, senior executives, directors, and business strategists.
  • Updates include: new and updated case studies, analysis of different types of company and how this could affect the transaction, a guide to working with external advisors.

Contents:

About the authors

Foreword

Publisher’s acknowledgements

The foundations

Introduction

Bad news … most acquisitions fail

Planning for success

Strategic and acquisition planning

Acquisition target evaluation

Deal management

Integration management

Corporate development

Getting it right

Conclusion

Finding candidates

Introduction

Running an acquisition search

Strategy

Identify the universe of acquisition candidates

Screen potential targets

Draw up a shortlist

Make an approach

Conclusion

Preliminary negotiations

Introduction

The confidentiality agreement

The letter of intent

Enforceability of the letter of intent

Conclusion

Working with advisers

Introduction

Who does what?

Before involving advisers

When to involve advisers

Selecting advisers

The advisory team

Briefing advisers

Terms of reference

Fees

Liability caps

On appointment

Day-to-day management of advisers

The final report

Conclusion

The integration plan

Introduction

The golden rules of acquisition integration

The integration plan

Post-acquisition review

Conclusion

Investigating the target

Introduction

What is due diligence about?

When should you do it?

Be prepared for obstacles

Remember: the target will have prepared

How do I know what due diligence to do?

Who does due diligence?

What do I do?

Get the right team

Other points to watch

Commercial due diligence

Why carry out both CDD and FDD?

Financial investigations

Legal investigations

Conclusion

Valuation

Introduction

Valuation is not best left to the experts

There is no single number

The valuation process – a summary

Valuation is not just about modelling

Calculating synergies

Valuation techniques

Conclusion

Negotiation

Introduction

The basics

Preparation

Starting discussions

Keeping control

Dealing with tactical ploys

Trading concessions

Splitting the difference

Dealing with pressure devices

Unblocking bottlenecks

Body language

The green light

Learn to recognise and return signals

What to do when ‘win-win’ will not work

Conclusion

The sale and purchase agreement

Introduction

Why is a contract necessary?

The agreement

Warranties and indemnities

Post-deal

Alternatives to contractual warranties and indemnities

Cross-border issues

Conclusion

Appendices

Appendix A Checklist for a financial due diligence investigation

Appendix B Checklist for legal due diligence

Index