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Books > Business & Economics > Business & management > Ownership & organization of enterprises > Takeovers, mergers & buy-outs
This highly topical book provides a multi-disciplinary perspective,
ranging from finance to psychology, on the subject of mergers and
acquisitions. Part of the "Images of Business Strategy Seri"es which
interrogates conventional categories in today's fast-changing
business world. By applying new perspectives, books in the series
redefine established territories and extend our view of important
business phenomena. Select international contributions to each
volume are integrated by the Editor to provide a richer insight
into the business landscape and open up new conceptual
horizons. "
The Pennsylvania and the New York Central railroads helped to develop central Pennsylvania as the largest source of bituminous coal for the nation. By the late 19th century, the two lines were among America's largest businesses and would soon become legendary archrivals. The PRR first arrived in the 1860s. Within a few years, it was sourcing as much as four million tons of coal annually from Centre County and the Moshannon Valley and would continue do so for a quarter-century. The New York Central, through its Beech Creek Railroad affiliate, invaded the region in the 1880s, first seeking a dependable, long-term source of coal to fuel its locomotives but soon aggressively attempting to break its rival's lock on transporting the area's immense wealth of mineral and forest products. Beginning around 1900, the two companies transitioned from an era of growth and competition to a time when each tacitly recognized the other's domain and sought to achieve maximum operating efficiencies by adopting new technology such as air brakes, automatic couplers, all-steel cars, and diesel locomotives. Over the next few decades, each line began to face common problems in the form of competition from other forms of transportation and government regulation; in 1968 the two businesses merged. Branch Line Empires offers a thorough and captivating analysis of how a changing world turned competition into cooperation between two railroad industry titans.
Over the past decades, the total value of executive compensation packages has been rising dramatically, contributing to a wider pay gap between the chief executive officer and the average worker. In the midst of the financial turmoil that brought about a massive wave of corporate failures, the lavish executive compensation package has come under an intense spotlight. Public pressure has mounted to revise the levels and the structure of executive pay in a way that will tie more closely the executive wealth to that of shareholders. Merger and acquisition (M&A) activities represent an opportune setting for gauging whether shareholder value creation or managerial opportunism guides executive compensation. M&As constitute major examples of high-profile events prompted by managers who typically conceive them as a means for achieving higher levels of pay, even though they are frequently associated with disappointing returns to acquiring shareholders. Mergers and Acquisitions and Executive Compensation reviews the existing empirical evidence and provides an integrative framework for the growing body of literature that is situated at the intersection of two highly debated topics: M&A activities and executive compensation. The proposed framework structures the literature along two dimensions, such as M&A phases and firm's role in a M&A deal, allowing readers to identify three main streams of research and five different conceptualizations of causal relationships between M&A transactions and executive compensation. The book makes a comprehensive review of empirical studies conducted to date, aiming to shed more light on the current and emerging knowledge in this field of investigation, discuss the inconsistencies encountered within each stream of research, and suggest promising directions for further exploration. This book will appeal to researchers and students alike in the fields of organizational behavior and governance as well as accounting and accountability.
Almost 70% of mergers fail, yet deals are essential for growing world-class companies. Therefore they must use all the tools and techniques at their disposal to improve their chances of success. Applying the techniques advocated in this book can help managers beat the odds - and employees themselves - to have an impact on whether a deal will be successful both for the company and for themselves. This book looks at the process of a merger or acquisition and pinpoints the areas where business intelligence can raise the odds of success in each phase of the deal. Using techniques developed by governmental intelligence services and a wide range of recent case studies, quotations and anecdotes, the expert authors from the renowned Cass Business School show how to build success into any M&A situation. The first edition of Intelligent M&A was written in 2006 and published in 2007. This preceded the peak year (2007) of the last merger wave, including the excesses in a number of industries and deals (e.g., financial services with RBS dramatically failed acquisition of ABN AMRO as a key example), and the global economic downturn that led to a completely new way of operating for many industries and companies. Therefore, there is a need to update the book to incorporate not just more relevant and up-to-date case studies of deals but to show the new way of operating in a post-Lehman environment. Chapters will be comprehensively re-written and populated with new and relevant case studies.
This book offers a comprehensive analysis of the shareholder wealth effects of the financial sector consolidation in the Asia-Pacific region and its impact on the acquirer's cost of debt. By not only examining the capital market reactions to the institutions directly involved in M&A transactions, but also their closest rivals, it is possible to draw clearer conclusions in regard to the overall success of the financial sector consolidation in this region. In addition, by investigating the acquiring institution's CDS market reaction to merger announcements, valuable insights are offered in regard to the difference between equity and debt market perceptions of bank M&As. The analyses suggest that equity and debt markets consider different factors when evaluating the success of mergers.
Citibank merged with Travelers. Daimler-Benz (Germany) acquired Chrysler (U.S.). In Japan three large banks combined to form the biggest bank in the world. What's going on? Cross-border and domestic megamergers continue to make headlines, but megamergers themselves are not new. What is new is their size. along with the fact that they increasingly occur across national boundaries. What are the consequences? Gup and his panel of distinguished contributors take a careful look. They explain why these combinations are occurring--the liberalization of markets, changes in technology, and the globalization of business generally are some reasons--and the possible results. They find that megamergers are risky--more than half of the cross-border ones do not add shareholder value--and they raise complicated, so far unanswered questions, such as Who's going to bail these failures out when they're supposedly 'too big to fail' but do? Also explored are topics on international regulatory issues and mergers in the banking industry specifically. Drawn from academia, the Federal Reserve, the International Monetary Fund, and the Federal Deposit Insurance Corporation, the contributors to this fascinating, understandable volume bring things into focus and perspective in ways that will be important to academics and practitioners alike.
Creating Value from Mergers and Acquisitions is the first book to provide a comparative analysis of the M&A scene in Europe and the US, the two most active markets in the world. Now in its second edition it continues to develop an international and multidisciplinary perspective of M&A, and considers M&A as a process and not a mere transaction. The author draws upon economics, finance, strategy, law, organisational theories to formulate a five-stage model and emphasises the need to understand the interconnected nature of these stages. The book's central focus in on the challenges to using M&A as an instrument to create shareholder value, how M&A risks can be mitigated and how odds of success in acquisitions can me increased. Creating Value from Mergers and Acquisitions is suitable for those studying advanced undergraduate and MBA courses in industrial organisations, finance, business strategy, and corporate governance, as well as those preparing for professional exams. The rigorous integration of the conceptual, empirical, and practical aspects of M&A means that researchers and practitioners will also find this book extremely useful.
Presents a map of the various options one has on the journey through an alliance; the principles of design; new insights into what has been missing in order to understand alliances; how to find the right partners; purchaser-supplier alliances; some of the consequences that occur when certain principles are violated; how to improve the chances of obtaining excellent results from an alliance and much more.
How can you be sure you are buying the company you think you are? Are you sure it is as good as the seller says? How can you be certain unexpected costs and obligations will not suddenly appear once you are the owner and responsible for them? How best can you arm yourself for the negotiations? Have you worked out precisely what you are going to do with it once it is yours? How do you set the priorities for change to recoup the premium you have paid for it? The answer to all these questions, and many more, lies within a series of three comprehensive yet concise volumes by Peter Howson. The Essentials of M&A Due Diligence, the first in the series, is a must for anyone who needs to master the essentials of due diligence with the minimum effort and in the minimum amount of time. Straightforward and unbiased, it sets out the fundamentals of pre-acquisition investigations, showing which are appropriate and why.
This book presents up-to-date evidence on the issues facing financiers and intermediaries involved in venture capital and management buy-outs. It provides a comprehensive review of existing literature and an analysis of international trends in market development as well as a global comparison of the major issues. It addresses venture capital at the industry/market and firm level and provides full coverage on both informal and formal venture capitalists, management buy-outs, and competing and complementary sources of finance including bank finance and trade credit. The contributors also discuss important but neglected issues on the nature of venture capitalist-investee relationships and the revelation of knowledge, the costs of information searches, the development of appropriate forms of managerial and financial control systems, the role of the entrepreneur and bargaining models of contract negotiation. It uses case study examples from the US, the UK, and West and Eastern Europe. This book will be of interest to practitioners, researchers and policymakers in the area of the financing and management of firms as well as academics and students interested in management buy-outs, venture capital, entrepreneurship and finance.
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.
An in-depth and practical exploration of middle-market mergers and acquisitions from leading experts in the field In the newly revised Second Edition of Middle Market M & A: Handbook for Advisors, Investors, and Business Owners, mergers and acquisitions experts Kenneth H. Marks, Christian W. Blees, Michael R. Nall, and Thomas A. Stewart deliver a comprehensive overview of mergers, acquisitions, divestitures, and strategic transactions of privately held companies with revenues between $5 and $500 million per year. You'll discover the market trends, perspectives, and strategies commonly affecting business transitions in all phases of a deal, as well as the processes and core subject areas (e.g. valuation, structure, taxation, due diligence, etc.) required to successfully navigate and close transactions in the private capital markets. The latest edition of this handbook includes new discussions about: The middle market landscape and the evolution and impact of private equity on the private capital markets The concepts of mergers and acquisitions from an owner's point of view Ways in which transition and value growth planning can optimize the value owners and investors can realize in sell-side and buy-side transactions New technologies being used in the M&A process Perfect for advisors, investors, and business owners, the new edition of Middle Market M & A is a must-read roadmap of the strategic transaction landscape that provides solid, practical guidance for attorneys, accountants, investment bankers, corporate development, exit planners, investors, lenders and the owners, entrepreneurs, and leaders of middle market companies.
This nuts-and-bolts guide examines all aspects of an M&A due diligence--from coming to the decision to acquire a company, to who should be on the due diligence team, to the actual process and the final report and post-closing follow up. It advocates a focus on both risk mitigation and shareholder value creation, and emphasizes a holistic approach that spans from planning to post-acquisition integration. The tentative contents is: (1) Introduction; (2) Planning for value creation: growth strategy; (3) Engagement and pursuit; (4) Preparing for due diligence; (5) Validation of value: performing due diligence; (6) Assessment of due diligence results; (7) Optimizing value: post diligence negotiation; (8) Extracting value: post-transaction integration.
The contributions of this reader give an insight into the importance of the organizational and cultural aspects of cross-national mergers and acquisitions. Mergers and acquisitions are the predominant forms of internationalization, expansion, and growth. In the past, research on M&As focused on legal, financial, and economic aspects to determine the best "strategic fit" with optimal synergy effects. Yet a failure rate of roughly fifty per cent gave rise to an increasing awareness of organizational and cultural aspects of integration strategies, the importance of cultural factors for globalization: the "cultural fit". The reader, based on case studies of transnational companies, provides and overview of the different theoretical and methodological approaches and debates crucial issues of high significance for management students and managers alike.
Harness the seven key elements of successful organisational change Leading for Organisational Change is an intelligent and practical guide to the human side of merger integration and other organisational change. Building a clear sense of common purpose and then reinforcing it through storytelling can underpin the success of an integration or significant change programme. Pulling together the best thinking from neuroscience, psychology and business, and her rich personal experience in twenty years of leading change projects in professional services organisations and other people-centred businesses, author Jennifer Emery presents a framework for change rooted in seven key themes that help organisations establish their BECAUSE: belonging, evolution, confidence, agility, understanding, simplicity and energy. Exploring the role each theme plays in the context of change, this insightful and warm book shares real-world examples and provides advice on building purpose and culture and strengthening motivation through listening, empowering and collaborating. Clear understanding of purpose, powerful communication techniques and carefully planned implementation strategies assist in navigating an often stressful and uncertain period of change, and can even enable organisations to thrive throughout this period. This book encourages you to apply important lessons to your own context, allowing you to: Focus on the human, cultural and practical elements of organisational change Apply central concepts of communication and motivation to a wide array of situations in your personal and business life Understand perspectives on change from a broad range of professional sectors Build and strengthen communication skills to promote a sense of shared purpose Leading for Organisational Change offers a warm and intelligent perspective on the personal and inter-personal factors that contribute to successful integration. An invaluable resource for professional services and people-focused organisations, this book provides advice that can cross sectors and lend insight to any major change programme.
Over the past decades, the total value of executive compensation packages has been rising dramatically, contributing to a wider pay gap between the chief executive officer and the average worker. In the midst of the financial turmoil that brought about a massive wave of corporate failures, the lavish executive compensation package has come under an intense spotlight. Public pressure has mounted to revise the levels and the structure of executive pay in a way that will tie more closely the executive wealth to that of shareholders. Merger and acquisition (M&A) activities represent an opportune setting for gauging whether shareholder value creation or managerial opportunism guides executive compensation. M&As constitute major examples of high-profile events prompted by managers who typically conceive them as a means for achieving higher levels of pay, even though they are frequently associated with disappointing returns to acquiring shareholders. Mergers and Acquisitions and Executive Compensation reviews the existing empirical evidence and provides an integrative framework for the growing body of literature that is situated at the intersection of two highly debated topics: M&A activities and executive compensation. The proposed framework structures the literature along two dimensions, such as M&A phases and firm's role in a M&A deal, allowing readers to identify three main streams of research and five different conceptualizations of causal relationships between M&A transactions and executive compensation. The book makes a comprehensive review of empirical studies conducted to date, aiming to shed more light on the current and emerging knowledge in this field of investigation, discuss the inconsistencies encountered within each stream of research, and suggest promising directions for further exploration. This book will appeal to researchers and students alike in the fields of organizational behavior and governance as well as accounting and accountability.
Despite the wall of evidence that bank mergers add little or no value, investors and management continue to fuel the consolidation wave. This book draws on the actual experience of senior executives in over 30 banks with extensive merger experience to demonstrate how most mergers do in fact fail to meet objectives. It explores in detail the issues of strategic positioning, cost, and revenue synergies due to diligence, IT selection and conversion, people selection, cultural conflict, leadership, and the decision-making time frame. It concludes that experienced and determined leadership, significant net cost savings, swift decision-making and the cost of IT integration are key variables for success. It also suggests that the prospect of more cross-border merger and modest short-term cost savings argues for a new pact between investors and bank management.
The comprehensive, practical guide to buying, selling, and merging technology companies The Technology M&A Guidebook provides executives and entrepreneurs interested in acquiring or selling a technology company with everything they need to know about the entire M&A process, from identifying target companies or buyers to financial analysis, due diligence, tax issues, valuation, and legal considerations. This book explores specific issues that are unique to technology M&A: assessing the impact of technology sector high-change rates; market-driven product development; company culture issues; engineers as managers and managers as engineers; consumer and technical product differences; technology marketing issues; intellectual property considerations; Internet interaction; and more. It also provides detailed analyses of factors involved in acquiring companies from different sectors, including:
Don’t enter the M&A process unprepared. Let The Technology M&A Guidebook help you beat the odds and make your sale or acquisition a complete success.
This book provides a holistic account of developments and patterns of mergers and acquisitions that have taken place in the Indian corporate sector, especially in the post-liberalisation era. It combines astute analyses with up-to-date data to present an all-inclusive picture of globalisation and its impact on business in contemporary India. This will serve as an important resource to researchers, scholars and students of economics, management, business administration, business studies, commerce and corporate law, as well as policy-makers, legal practitioners, industrial houses, and industrial bodies.
Companies that have acquired other enterprises through mergers and acquisitions (M&A) have in essence become entities that are akin to the global "empires" of history. In this book, the author weaves a unique narrative that looks at both empires of business created from M&A and global empires from world history in an attempt to answer the question: why do certain empires endure for long periods while others collapse in a short space of time. Empires formed from M&A or conquest have a hierarchical relationship of control and domination by a single authority or centre that can be described as a "parent company" or a "mother country" over another group of people based in a periphery that can be described as a "subsidiary company" or "colony." Given their similarities in development and structure, the author argues from looking at examples of empires in Western and Asian history as well as major M&A cases that long enduring empires created from M&A and global empires have a common cultural trait; their practice of "tolerance" within their organizations/societies. While there are books on the topics of M&A and empires, at present there is no single text that examines the impact of culture on both. This book is intended to fill such a void and provide hints and suggestions to those practitioners of M&A as well as students of business and history who want an accessible, non-technical narrative on what makes empires, whether they are of the nation or of M&A endure and prosper.
Provides a practical, 10-step process for managing the human aspect of an M&A M&A activity is higher than ever with acquisitions becoming an important part of every company’s growth strategy. The industries heavily engaging in this activity are high-tech, emerging technologies, and utilities. The M&A Transition Guide is written for executives, managers, and HR professionals involved with any transaction that moves employees from one company to another. Poor workforce integration is a main cause for M&A failures and this book helps managers make the M&A transition a more positive one by providing a plan of action for the integration that focuses on ten critical steps. These steps encompass the entire M&A process from due diligence to employee retention strategies.
Solid guidance for selecting the correct strategic basis for mergers and acquisitions Examining how M&A fits in corporate growth strategies, "Maximizing Corporate Value through Mergers and Acquisitions" covers the various strategic reasons for companies entering mergers and acquisitions (M&A), with a look at those that are based on sound strategy, and those that are not.Helps companies decide whether M&As should be used for growth and increased corporate valueExplores why M&A deals often fail to deliver what their proponents have represented they wouldExplains which types of M&A work best and which to avoid With insider guidance on what boards of directors should be aware of when evaluating proposed deals, "Maximizing Corporate Value through Mergers and Acquisitions" provides a sound foundation for understanding the risks involved in any mergers and acquisitions deal, before it's too late.
Technology-focused acquisitions are an important complement to the firm's internal product development efforts. There is considerable heterogeneity when comparing individual technology-focused acquisitions - especially with respect to acquisition timing and the deal value. To resolve some of this heterogeneity the author introduces the novel distinction between performance- and functionality-focused acquisitions. He characterizes this distinction based on a theoretical analysis, a qualitative study, and turns to a sample of acquisitions in the field of artificial intelligence for the quantitative study. There are two key findings. First, performance-focused acquisitions take place earlier in a target's life cycle than functionality-focused ones. Second, the deal value is - at a comparable stage in a target's life cycle - higher for performance-focused acquisitions. This thesis is relevant for management scholars and managers alike: Scholars learn about the implications of the distinction between performance- and functionality-focused acquisitions on markets for technology. Managers gain insights into how this distinction may guide their strategic decision making.
With its inception at the end of the nineteenth century as a means of consolidation and reorganization, mergers and acquisitions (M&A) have since become quasi-institutionalized as one of the primary strategic options for organizations, as they seek to secure their position in an ever more competitive and globalizing market place. Despite the optimism surrounding M&A as strategic moves, research on post-merger company performance suggests that most firms engaging in M&A activity do not achieve the sought-after performance targets, either immediately or in the years following the deal. What is it that drives M&A activity when research results do not support the performance expectations of these undertakings? Alternatively, have M&A scholars got it all wrong in the way that M&A performance is measured? Is the topic too complex, enduring, and multifaceted to study? The Handbook argues that the field of M&A is in need of a re-rooting: past research needs to be critically reviewed, and fundamental assumptions revisited. A key issue preventing efforts in the practice and study of M&A from achieving dynamic syntheses has been the disciplinary gulf separating strategy, finance, and human relations schools. The Handbook aims to bridge the hitherto separate disciplines engaged in the study and practice of M&A to provide more meaningful results. Toward this end, the Handbook brings together a set of prominent and emerging scholars and practitioners engaged in the study of M&A to provide thought-provoking, state of the art overviews of M&A through four specific 'lenses' - strategic, financial, socio-cultural, and sectorial approaches. By summarizing key findings in current research and exploring ways in which the differing approaches could and should be 'synthesized', it aims to highlight the key issues facing M&A practitioners and academics at the dawn of the third millennium.
A merger or acquisition is usually a challenging endeavor with a single ultimate aim: to create value for the owner. However, stakeholder theory shows how such a narrow and one-sided focus is detrimental to value-creation in general - not only for other stakeholders within and outside the organization, but also for the owner. Especially in a merger or an acquisition, it is evident that there are many groups and individuals who have a stake in the success or failure of a business. So far, the overwhelming majority of research in the field of mergers and acquisitions has focused on the merging organizations, and so researchers have mainly studied internal stakeholder groups, such as employees and managers. This book shows how different stakeholders, internal and external, may play a critical role during a merger or an acquisition process. The book builds on empirical examples that illustrate how various stakeholders play active roles throughout the different phases, and, thus, ultimately affect the outcome and the value formation process of the merger or the acquisition. There is still much debate on how and when to best measure the outcome of a merger or an acquisition. With its comprehensive focus on stakeholders, this volume explores why some mergers and acquisitions fail while others succeed. |
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