Mergers & acquisitions are an essential instrument of strategic corporate management for companies of all sizes. The success of an M&A project highly depends on an optimal transaction preparation, fast execution and the experience of all parties involved. Due to numerous endogenous and exogenous influences, no two M&A transactions are alike at the detailed level. This book is designed as a practical M&A guide for students and professionals alike. In addition to dealing with important basics of mergers & acquisitions, the focus is on a structured and in-depth examination of the individual process steps of a typical company sale. At various points in this book, specific differences between a company sale of medium-sized companies (mid-caps) and large companies (large-caps) are discussed in detail.

This book analyses mergers and acquisitions within the broader framework of strategic decisions. Existing studies on corporate acquisitions have produced a variegated and inconclusive spectrum of findings on the strategic mechanisms that contribute to value creation. By building on the widespread recognition that firms substantially differ in their ability to carry out successful acquisitions, this book focuses on the diverse effects of experiential learning. A unique systematic literature review is provided, which thematically highlights the connections between various streams of research. The author aims to systematise our knowledge on experience and learning dynamics in corporate acquisitions, providing a detailed analysis of conceptual implications and presenting potential avenues for future exploration.

The European Commission adopted a comprehensive package of reforms to the EU merger control regime in conjunction with the accession of the new Member States in 2004. This constituted the most radical reform of the regime since the previous Merger Regulation was adopted in 1989, aimed at better adapting it to a globalizing market and enlarging an increasingly integrated European Union. The extensive reform to the regulation has provoked significant questions about the way in which the Commission treats major merger evaluations.
EC Merger Control provides a comprehensive and insightful account of the many important procedural and substantive aspects of the reform process, with contributions from eminent specialists in the field of mergers, including lawyers, economists, and representatives of the European Commission, Court of First Instance, US Department of Justice, the World Bank and several competition authorities. The papers in this book are based on the proceedings of the 2002 EC Merger Control conference - organised jointly by the European Commission and the International Bar Association.

This book provides scholars and practitioners in mergers and acquisitions (M&As) with a solid foundation for further research. M&As continue to shape the economic landscape across the globe. While there is already a huge body of scholarly work on the subject, findings appear contradictory and academics and practitioners often struggle to understand what factors make M&As successful. Due to the lack of an agreed-upon definition, research findings appear contradictory, while in fact they are often simply not comparable. To address this, the book rethinks how we measure key umbrella constructs. It specifically focuses on the conceptualization phase of the measurement process, often taken for granted in the current research.

Mergers and acquisitions (M&As) are events that attract considerable interest from academics and practitioners, and much research has been conducted into their impact on individuals, organizations and societies. Yet, despite all the existing research and the varied theoretical and methodological approaches employed, there remains more to learn about M&As. The Routledge Companion to Mergers and Acquisitions takes a detailed look at this multifacted subject using a novel framework of four domains - substantive issues, contextual issues, methodological issues and conceptual issues. Drawing on the expertise of its international team of contributors, the volume surveys the state of the field, including emerging and cutting-edge areas such as social network analysis and corporate branding. This Companion will be a rich resource for students, researchers and practitioners involved in the study of M&As, and organizational and strategic studies more widely.

Go Do Deals provides entrepreneurs with a practical method to source and buy companies without having capital and without borrowing lots of money. For those who are ready to take the next step on the entrepreneurial ladder and make the shift from customer to shareholder value creation, Go Do Deals shows them how to: Bypass the brokers and find businesses that are NOT for sale Find, approach, and have positive conversations with potential sellers Structure deals so that they do not need to contribute cash upfront Choose the right deals and avoid buying themselves a job Know the best time to exit or sell their business Buying a company can double one's business in an afternoon, free them from the treadmill of staff and customers, and avoid the blood, sweat, and years of start-up pain. It's time to Go Do Deals.

This book reviews the past 116 Japanese outbound acquisitions in three decades and determines success and failure, with the goal of explaining what works. Dr. Matsumoto emphasizes that such acquisitions are part of a long-term strategy and should not be judged based short-term gains and losses, especially short-term changes in company stock prices. The book also highlights common pitfalls hidden within the expected benefits of these overseas acquisitions. Dr. Matsumoto provides valuable insights for executives, corporate managers working on strategy, finance and overseas development, practitioners, researchers and MBA students trying to succeed in cross border merger and acquisitions using 16 case studies and careful investigation.

A merger or acquisition is one of the most significant events in the life of a firm and the consequences thereof are multi-faceted: Directors' fiduciary duties, shareholders' rights, valuation methods, structuring, and financing of the deal, to cite a few. Moreover, it requires an army of savvy professionals (accountants and investment banks, etc.) throughout the process; those understanding the technicalities of M&A guarantees and preventing costly missteps. This book explains the steps, distilling the process of both the legal and financial aspects of M&A, for both students and practitioners.

For the last four decades, researchers in various disciplines have been trying to explain the enduring paradox of the growing activity and volume of mergers and acquisitions (M&A) versus the high failure rate of M&A. This handbook will stimulate scholars to focus on new research directions.The contributors explore how underlying concepts and methodologies can make an important contribution towards understanding M&A and their performance. This authoritative volume presents research that incorporates multidisciplinary, multi-level, multi-stage and cross-cultural models and analyses, and also focuses on such issues as process-content, knowledge transfer, due diligence, performance measures, communication, trust, grief, integration approaches, individual values, change management, and consulting. Scholars interested in research on strategy as well as Masters and PhD students on mergers and acquisitions courses will find much of value in this compilation. Contributors include: M.F. Ahammad, N.M. Ashkanasy, Z.R. Bachar, A.F. Buono, K.M. Ellis, P.-G. Hourque, P. Junni, M.H. Kavanagh, B.T. Lamont, M.L. Mark, O. Meglio, E. Metais, P.H. Mirvis, A.L. Ranft, T.H. Reus, A. Risberg, R.M. Sarala, A.-M. Soderberg, G.K. Stahl, S. Tarba, E. Vaara, P. Very, Y. Weber

Europe stands at the start of its first great merger wave. Growing international trade, accelerated by the `Single Market' programme, has seen a sharp increase in mergers across national borders between European-based firms. During the 1990s, this increase in European mergers will almost certainly continue. As it does, it is sure to raise important questions for industrial policy-makers and business strategies. Should, for instance, leading national firms merge to form `European champions'? When does merger make good business sense, and with which firms? Are hostile takeovers a sound method for ensuring top management accountability; or are alternative ownership controls preferable? What are the proper grounds for politicians to prevent a merger, and which politicians? This book addresses these questions, bringing together a number of leading economists and authoritative commentators on mergers and merger policy. The book itself is a `European' edition of Mergers and Merger Policy edited by James A. Fairburn and John Kay (OUP, 1989). Two chapters (on market structure and performance; and on the evolution of merger policy in Britain) from that book are included here without alteration. Other chapters have been updated and to these have been added entirely new chapters on the European dimension of merger activity, regulation and the European community, and on the options open to European companies.

A comprehensive new framework for winning at M&A—from up-front planning to postmerger integration

The challenges of mergers and acquisitions can be daunting—but the opportunities and benefits they offer forward-thinking companies can be tremendous. Winning at Mergers and Acquisitions offers a critical new approach to strategic M&A based on the authors' pioneering concept of marketing due diligenceSM. Covering every stage of market-driven M&A planning and integration, this book shows how to look beyond the quick hit to focus on long-term growth rather than short-term cost-cutting. Featuring dozens of real-life case studies—including both failures and extraordinary successes—plus inside comments from leading M&A specialists, this book contains crucial guidance on:

• Predeal planning—how to identify your strategic needs and pinpoint the merger candidate(s) that will help you meet them
• Sizing up targets for acquisition—how to examine the essential marketing, sales, and product issues that will determine a good company "fit,".strategically and culturally
• Revenue enhancement planning—how to identify ways to drive top-line growth and develop action plans to generate near- and long-term revenues
• Filling the pipeline—how to prioritize and actualize the critical steps necessary to drive shareholder value
• Developing communication programs—how to design and execute communication strategies to garner support for the merger by employees, customers, and other stakeholders
• Building a comprehensive postmerger integration plan—how to align diverse corporate cultures, develop training and reward programs, and move beyond the turf wars and lack of productivity that hamper the success of mergers and acquisitions.

Last year more than 7,000 mergers and acquisitions were completed, with a collective price tag estimated at more than $800 billion. And although they are known as highly effective means of achieving corporate growth and strategic advantage, these transactions are fraught with pitfalls: Statistics indicate that a third of these deals will fail and another third will not bear out the expectations of the merger partners. What can businesses looking to undertake strategic mergers and acquisitions do to ensure that they do not fall victim to confusion, multimillion-dollar losses, declining market share and profits, or any number of other negative results of failed transactions?

The answers are in Winning at Mergers and Acquisitions, a pioneering step-by-step guide to growth-driven planning and swift, effective post-merger integration. Challenging the conventional emphasis on cost-reduction synergies, this book presents the authors' groundbreaking blueprint for mergers that yield strategic synergies and high returns in meeting long-term growth, increased market share, and revenue generation objectives.

Mark Clemente and David Greenspan explore in detail the marketing, sales, and organizational issues that are vital aspects of successful M&A ventures. They take executives through the entire strategic M&A process—from setting objectives, to evaluating target companies, to aligning corporate cultures in an effort to ensure problem-free integration. They show how to maintain a sharp focus on the markets that will be reached by the merger—and they offer invaluable advice on charting a steady course through the often tumultuous period of integration, when organizational chaos can cause the merged company to lose momentum, market share, and the backing of customers, prospects, and shareholders.

Winning at Mergers and Acquisitions is essential reading for CEOs, managers, deal makers, and others looking to capitalize on one of the most important methods of effecting corporate growth in business today—while staying focused on the people, product, and process issues that power that growth.

Management Buyouts (MBOs) first came to prominence in the US during the early 1980s, and have subsequently become a global phenomenon and a highly significant transaction within the corporate restructuring landscape Although much recent attention has focused on private equity (PE) backed buyouts, these are only a subset of the total MBO market. The Routledge Companion to Management Buyouts takes a much broader definition, reviewing the current state of research and theory and where further developments are likely to occur and incorporating PE and non-PE backed buyouts, as well as variations such as management buy-ins and management-employee buyouts. It goes beyond the purely financial perspective, exploring the many different aspects of management buyouts and incorporating related disciplines including strategy, organizational change, and HRM providing the first truly comprehensive authoritative resource on the topic. Expertly edited, and drawing on international scholarship, this unique volume will be an invaluable sourcebook on MBOs for researchers and advanced students as well as those interested in the broader areas of corporate restructuring and ownership change.

Organizational Psychology of Mergers and Acquisitions provides a comprehensive perspective that helps you understand, empathise and protect the wellbeing of employees who experience mergers and acquisitions. This book gives a state-of-the-art review that crosses different subjects within psychology including psychobiology, neuroscience, social psychology, interpersonal relationships, and organizational psychology. This book discusses why many employees think of mergers or acquisitions as scary or threatening events, why negative emotions are prevalent, their psychobiological impact and how to assess employees' emotional responses using a new toolkit. It helps readers learn what counts as good leadership, considering the role of charisma, personality, context and information processing abilities. This book includes the issue of organizational learning, and the relevance of occupational health and safety to due diligence about mergers and acquisitions through case studies about organizations sued for cancer or cancer-related mortality after a merger or acquisition. This book is mandatory reading for students, academics, and practitioners working with organizations experiencing a merger or an acquisition such as consultants, human resource professionals, psychologists, occupational health professionals, and employees involved in strategy, management, or people development.

Spending on M&A has, in aggregate, grown so fast that it has even overtaken capital expenditure on increasing and maintaining physical assets. Yet McKinsey, the leading management consultancy, reports that "Anyone who has researched merger success rates knows that roughly 70% fail". The idea that businesses might be using huge and increasing sums of shareholders' money for an activity that more often than not leads to failure calls into question the information on which M&A decisions are based. This book presents statistical studies, case material, and standard-setters' opinions on company accounting before, during, and after M&A. It documents the manipulation of annual accounts by acquirers ahead of share for share bids, biased forecasts of post-merger earnings by bidders, and devices to flatter earnings when recording the deal. It explores the challenges for standard-setters in regulating information flows during and after M&A, and for account-users wishing to learn from financial statements how a deal has affected performance. Drawing on a wide range of international examples, this readable book is targeted not just at accounting specialists but at anyone who is comfortable reading the serious financial press, is intrigued by what is going on in the massive M&A market, and is concerned with achieving better-informed M&A. As such it might be of particular interest to business executives, lawyers, bankers, and investors involved in M&A as well as graduate students interested in researching or learning about the role of accounting in M&A.

The recent financial crisis has thrown many of the mergers and acquisitions of recent years into sharp focus. Too many have failed to generate real value for shareholders and many others have only proved lukewarm successes. Although it is impossible to assess accurately the extent to which these failures may be the result of poor planning and execution, they have raised considerable questions about the process, breadth and effectiveness of traditional due diligence activities. Value in Due Diligence explores new applications for due diligence including areas such as corporate culture, social responsibility, and innovation. It also examines the due diligence process itself to draw out those elements that provide effective risk and opportunity management as opposed to simple compliance.

The process of identifying and evaluating a target firm, completing a deal after its negotiation and announcement, and then integrating a target firm after legal combination is a multi-year process with uncertain returns to acquiring firms. Research on mergers and acquisitions (M&As) is progressing rapidly yet it remains fragmented across multiple research perspectives that largely examine different acquisition phases separately and coincide with a focus on different research variables. As a result, research fragmentation means that a researcher in one area may be unaware of research from related areas that is likely relevant. This contributes to research silos with M&A research displaying different traditions, starting points, and assumptions. Mergers and Acquisitions: A Research Overview summarizes the frontier in M&A research and provides insights into where it can be expanded. It undertakes the needed integration and reconciliation of research in order to derive practical knowledge for managing acquisitions from beginning to end, providing a summary of what is known and its implications for future research. This concise overview reconciles and integrates the state of the art in our understanding of mergers and acquisitions, providing an essential first stopping point in the research journey of students and scholars working in this area.

This authoritative collection of previously published articles emphasizes recent empirical research on mergers and corporate governance. The papers included present provocative questions dealing with the causes and effects of takeover and restructuring activity, the distribution of wealth gains between bidding and target firms, and the relevance of governance in modern corporations. The discussion of such questions presents the latest thinking on mergers and corporate governance and also offers guidance for future work in the area. The body of work included in the volume is of particular relevance to scholars in corporate finance and industrial organization as well as policymakers in antitrust, corporate law, and securities regulation.

An invaluable asset in corporate decision and policy-making with regard to takeovers and mergers, this essential guide to securities law and regulation of acquisitions in Southern Europe, Africa, and the Middle East is the most comprehensive reference tool of its kind. As in his previous volumes, Ffrench has organized information into an easy-to-use country-by-country format. Description and analysis of relevant laws is readily accessible and includes requirements for specific acquisitions procedure. Possible legislative changes that could affect securities law are assessed. Included are discussions of such related topics as business organizations, relevant regulatory institutions, accounting principles, as well as anti-trust laws, labor laws, and laws relating to foreign takeovers, foreign investments, and insider trading.

This book collects some of the author's most illuminating recent papers on competition policy published since the turn of the millennium. They focus on three main themes: how technological innovation leads to monopolistic market structures and is reciprocally influenced by them; how competition agencies deal with the links from merger to economic efficiency, static and dynamic; and the behavioral problems posed by 'tacit' collusion and monopoly power in vertical market chains. Taken together they provide unique insight into competition, mergers and monopolies from one of the leading pioneers in the field.

Corporate Restructuring is a practical approach to rescuing troubled companies and driving underperforming companies to top performance. It combines proven restructuring strategies with rigorous theoretical analysis. This book explains how to set and achieve asset, staffing, sales and profit goals. Topics include diagnostic tools to identify the root cause of problems, the human dynamics that cause a company to thrive or wither, customer service and relationship marketing, customer intelligence systems, new product development, process mapping, continuous process improvement and re-engineering as well as integrating IT into corporate strategy. It is also discussed how to find the resources needed to keep a company alive during restructuring and how to use bankruptcy offensively and defensively. Corporate Restructuring emphasizes execution. All the restructuring theories in the world weigh less than a simple plan, well executed.

Until recently, international mergers of companies have been seen as purely financial ventures without any concern for what they meant for the people involved. However, attitudes are gradually changing. This study of a successful Israeli high-tech company's merger with an American competitor offers an important contribution to a better understanding of the social and personal ramifications of mergers. Based upon in-depth fieldwork, the book explores the reality behind the statistics, balance sheets, and managerial prescriptions that are the focus of most studies of international mergers and acquisitions. Offering a richly detailed description of everyday work life, the author reveals the dramas of identity that unfold as a consequence of the company's attempts to redefine the boundaries of the organizational collective by adding to it people from another country. The book debunks many myths used to support arguments both for and against globalization and offers instead an in-depth depiction and a grounded assessment of its everyday realities.

The growth in mergers and acquisitions (M&A) activity around the world masks a high rate of failure. M&A can provide companies with many benefits, but in the optimism and excitement of the deal many of the challenges are often overlooked. This comprehensive collection, bringing together an international team of contributors, moves beyond the theory to focus on the practical elements of mergers and acquisitions. This hands-on, step-by-step volume provides strategies, frameworks, guidelines, and ample examples for managing and optimizing M&A performance, including: ways to analyze different types of synergy; understanding and analyzing cultural difference along corporate and national cultural dimensions, using measurement tools; using negotiation, due diligence, and planning to analyze the above factors; making use of this data during negotiation, screening, planning, agreement, and when deciding on post-merger integration approaches. Students, researchers, and managers will find this text a vital resource when it comes to understanding this key facet of the international business world.

Mergers and Acquisitions Basics: All You Need to Know provides an introduction to the fundamental concepts of mergers and acquisitions. Key concepts discussed include M&As as change agents in the context of corporate restructuring; legal structures and strategies employed in corporate restructuring; takeover strategies and the impact on corporate governance; takeover defenses; and players who make mergers and acquisitions happen. The book also covers developing a business plan and the tools used to evaluate, display, and communicate information to key constituencies both inside and outside the corporation; the acquisition planning process; the negotiation, integration planning, and closing phases; financing transactions; and M&A post-merger integration. This book is written for buyers and sellers of businesses, financial analysts, chief executive officers, chief financial officers, operating managers, investment bankers, and portfolio managers. Others who may have an interest include bank lending officers, venture capitalists, government regulators, human resource managers, entrepreneurs, and board members. The book may also be used as a companion or supplemental text for undergraduate and graduate students taking courses on mergers and acquisitions, corporate restructuring, business strategy, management, governance, and entrepreneurship.

Taking a fresh and much-needed perspective on the management of international acquisitions, this book focuses on socio-cultural integration, and in particular the importance of emotions and values. The authors build on the human-centric and typically Nordic approach to mergers and acquisitions by presenting rich empirical cases of cross-border acquisitions conducted by leading Nordic multinationals. This book goes beyond merely stating that successful human integration leads to sociocultural convergence and presents how this can actually be accomplished. The authors offer theoretical approaches and practical solutions which have the potential of improving employee motivation and well-being, and in doing so, ultimately enhancing the chances of successful acquisition outcomes. Providing concrete examples of successful practices for managing socio-cultural integration and facilitating employee commitment, this book will appeal to both scholarly and practitioner audiences.

Organizational Psychology of Mergers and Acquisitions provides a comprehensive perspective that helps you understand, empathise and protect the wellbeing of employees who experience mergers and acquisitions. This book gives a state-of-the-art review that crosses different subjects within psychology including psychobiology, neuroscience, social psychology, interpersonal relationships, and organizational psychology. This book discusses why many employees think of mergers or acquisitions as scary or threatening events, why negative emotions are prevalent, their psychobiological impact and how to assess employees' emotional responses using a new toolkit. It helps readers learn what counts as good leadership, considering the role of charisma, personality, context and information processing abilities. This book includes the issue of organizational learning, and the relevance of occupational health and safety to due diligence about mergers and acquisitions through case studies about organizations sued for cancer or cancer-related mortality after a merger or acquisition. This book is mandatory reading for students, academics, and practitioners working with organizations experiencing a merger or an acquisition such as consultants, human resource professionals, psychologists, occupational health professionals, and employees involved in strategy, management, or people development.