Most books on mergers and acquisitions focus on process management, human resource management, or the financial aspects of the deal. This book brings together the essential elements of each domain, including subjects that are often overlooked or treated only superficially by other texts. These subjects include post-merger integration, business alliances, deal structuring and strategies, financial modeling and simulation, assumptions-driven planning, and valuing intellectual property. This book is unique in that M&A activity is discussed as a series of interdependent activities and in the context in which each activity actually occurs.

While intended for students in mergers and acquisitions, corporate restructuring, business strategy, industrial organization, and entrepreneurship courses at both the MBA and undergraduate level, this text has broad market appeal. The material has worked quite effectively in both executive development and training programs. The book also has substantial appeal for those who are hoping to become or who are actively pursuing careers as financial analysts, chief financial officers, corporate treasurers, operating managers, investment bankers, business brokers, portfolio mangers, investors, as well as corporate development and strategic planning managers. Others likely to have an interest include bank lending officers, venture capitalists, business appraisers, actuaries, government regulators and policy makers, and entrepreneurs.

The generous use of practical, timely, and diverse examples and contemporary (including e-commerce) business cases with solutions makes the text suitable for distance learning, self-study, as well as for large lecture focused courses. The book presumes only a basic knowledge of accounting and finance.



Book Info

A text addressing a critical need to change the standard in conceiving and implementing corporate restructuring activities. Addresses these needs using theory, case studies, industry expertise, and academic background information.



From the Back Cover

"Dr. DePamphilis' book is a rare achievement-a textbook that provides 'nuts and bolts' information for the businessperson with responsibility for doing a deal. I intend to give a copy to every one of my clients as a 'must read' before considering a merger or acquisition. A few pages into Mergers, Acquisitions, and other Restructuring Activities I knew it was obviously written by someone who has 'been there, done that'." (-H. Edward Wesemann, The Edge Group, Edmonton, Canada)

"This is one of the finest books I have seen on the subject, and surely the most comprehensive. It's a primer on all corporate finance activities, and anyone seeking an education on the mergers and acquisition process and all of its ramifications should read this. As an active mergers and acquisitions practitioner myself, I want my dealmakers and colleagues to read this, too.

The book covers not only the basics, but also the detailed, specific knowledge needed by those individuals involved in almost every aspect of the mergers and acquisitions process. This includes buyers, sellers, bankers, lawyers, and accountants. It happily addresses not only the large public corporate transactions, but also the private middle market companies where the vast majority of mergers and acquisitions deals take place.

While it certainly is a comprehensive textbook, I found it truly 'easy reading' and especially enjoyed the many case studies-some with the drama of the "Barbarians at the Gate." Good Stuff!" (-Marvin Kaulkin, CEO, Kaulkin Ginsberg Company)

"Professor DePamphilis draws upon his years in academia and considerable industry experience to produce a book that should be valuable reading for both the student and practitioner of "deal making." I found it insightful and interesting." (-D. Van Skilling, Retired Chairman and CEO, Experian Corporation)



About the Author

Donald M. DePamphilis has a Ph.D. in economics from Harvard University and has managed more than 30 acquisitions, divestitures, joint ventures, minority investments, as well as licensing and supply agreements. He is currently Clinical Professor of Finance at the College of Business Administration at Loyola Marymount University in Los Angeles. He has taught mergers and acquisitions and corporate restructuring at the Graduate School of Management at the University of California, Irvine, and Chapman University. He has published a number of articles on economic forecasting, business planning, and marketing. As Vice President of Electronic Commerce at Experian, Dr. DePamphilis managed the development of an award winning Web Site. He was also Vice President of Business Development at TRW Information Systems and Services, Director of Planning at TRW, and Chief Economist at National Steel Corporation.

Table of Contents

Part I: The Mergers and Acquisitions Environment.

Introduction to Mergers and Acquisitions.

Regulatory Considerations.

Common Takeover Tactics and Defenses.

Part II: The Mergers and Acquisitions Process: Phases 1-10.

Planning: Developing Business and Acquisition Plans--Phases 1 and 2 of the Acquisition Process.

Implementation: Search Through Closing--Phases 3 to 10.

Integration: Mergers, Acquisitions, and Business Alliances.

Part III: Merger and Acquisition Tools and Concepts.

Primer on Merger and Acquisition Valuation.

Applying Financial Modeling Techniques to Value and Structure Mergers and Acquisitions.

Analysis and Valuation of Privately Held Companies.

Structuring the Deal: Payment, Legal, Tax, and Accounting Considerations.

Part IV: Alternative Strategies and Structures.

Leveraged Buyout Structures and Valuation.

Shared Growth and Shared Control Strategies: Joint Ventures, Partnerships, and Alliances.

Alternative Exit and Restructuring Strategies: Divestitures, Spin-offs, Carve-outs, Split-ups, Bankruptcy, and Liquidation.

Part V: Putting it All Together.

The Acquisition Process: The Gee Whiz Media Case.

Appendix: Solutions to Chapter Business Case Study Discussion Questions.

Index.



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