The Applied Mergers and Acquisitions Workbook provides a useful self-training study guide for readers of Applied Mergers and Acquisitions. Read "Applied Mergers and Acquisitions Workbook" by Robert F. Bruner available from Rakuten Kobo. Sign up today and get $5 off your first download. Editorial Reviews. From the Back Cover. APPLIED MERGERS & ACQUISITIONS WORKBOOK eBook for Essentials of Investments (The Mcgraw-hill/Irwin Series in Finance,. eBook for Essentials of Investments (The Mcgraw-hill/Irwin Series.
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Applied Mergers and Acquisitions (Wiley Finance series) by Robert F. Bruner. Read online, or download in secure PDF format. Despite the material failure rates of mergers and acquisitions, those pulling Applied Mergers and Acquisitions is part of a complete suite of. A comprehensive guide to the world of mergers and acquisitions Why do so many By addressing the key factors of M&A success and failure, Applied Mergers.
This document gives an overview of the book and contains the table of contents, a description of associated software, an excerpt from the preface, and an excerpt from Chapter 1—these give a sense of the perspective taken here. Surveyed here are ethics, strategy, search, due diligence, valuation, accounting, tax, deal design, negotiation, post-merger integration, and leadership of a business development unit. By combining these aspects in one volume it is possible to show linkages among them and what these linkages mean for practitioners. In particular, the book identifies seven new disruptive ideas that are likely to change practice. The book summarizes academic research findings that bear important insights and implications for practitioners. Case examples give practical illustrations of new ideas. This book strives to make accessible the ideas in various areas and to lay the foundation for continued exploration.
Types of Risk Management. Collars and Their Analysis.
Contingent Value Rights Case. Staged Aquiring Case. Where and When to Manage Risk. Survey of Social Issues. Impact of Social Issues on Attractiveness of the Deal. Case Studies in the Role of Social Issues. Transaction Planning and Preparation. Initiating Discussions. First-Round Documents. The Definitive Agreement.
Disclosures to Investors and Regulators. Gaining Approval. Case Study: Daimler-Benz and Chrysler. Good Governance Pays. How Shareholders Rule. International Law Comparison. Insider Trading. Observance of Deal Process. Antitrust Merger Guidelines. Pre-Merger Review Process in the U.
Critical Perspectives on Antitrust Policy. Definitive Agreement. Merger Proxy Statement and Prospectus. Behavioral Finance. How to Prepare for a Negotiation. Managing the Negotiation Process Proactively.
Advantages and Disadvantages of Auctions. Some Practical Advice to Sellers in Auctions. A Profile of Hostile Takeovers. Beware of the Players, Both on the Field and Off. The Arb is the Consummate Economic Actor. Bruner Spreads. Government Constraints on the Game. Profile of the Target of a Hostile Bid. Optionality in Takeover Attack and Defense. Tactics of Takeover Attack. Tactics of Takeover Defense. Implications for the Practitioner.
The Response. Of Parachutes, Pills and Litigation. Restructuring Defenses. When Does a Restructuring Make Sense? Some Guiding Principles for Communicating the Deal. Communicating the Deal to the Board for Approval. Communicating with Employees. Announcing the Deal to the Public. Implementation of Integration Strategy.
Integration as Transformation. Implications for Best Practice. Where the Sidewalk Ends. A description of these models is given in the following appendix.
These include 11 spreadsheets that show you the solutions to end-of-chapter problems. This enhances self-instruction and exploration. These are 16 spreadsheets that show you the solutions to problems given in the accompanying book to be downloadd separately , Applied Mergers and Acquisitions: Workbook.
This also enhances self-instruction and exploration. This is useful for valuing real options as discussed in Chapters 14, 16, 22, and The spreadsheets enable direct exercise of the tools and concepts presented in the book.
Description of generic templates The following table gives a description of each of the spreadsheet programs and the chapters in which they are referenced. Useful for valuing European call and put options.
Bruner Assessment v. Illustrates real option valuation focusing on the case of 2. TV presented in the chapter.
Estimates the joint percentage discount due to illiquidity and 4. Illustrates the effect of download accounting choices on 5. Must be opened in Crystal Ball add-in software. The HHI is one measure of market power and is used in antitrust enforcement.
Based on this, I thought I had something to say. Plus, I cared enough to want to say it. And I hoped that my writing might nudge my scholarly colleagues toward greater insights. Therefore, I started to write and to use these notes in my teaching.
I gave greater attention to research where the issues were important and when I thought it had something important to say. As the chapters developed, more questions appeared. Thus, I became convinced that the subject had to be presented comprehensively or not at all. Also, I found that learning by doing was the best way to absorb the tools and concepts of best practice.
Therefore, I determined to give the reader software in the form of Excel spreadsheet programs that would enable hands-on experimentation with the ideas and tools presented in the chapters. What started as a small project has now, thousands of manuscript pages later, become the item in front of you.
Thus, the idea-based approach pre-empts a number of attributes common to the professional literature. First, this is not a handbook in the sense of providing recipes, wiring diagrams, or assembly instructions. Wherever possible, I have tried to offer examples that can be carried over to other cases and some 10 Applied Mergers and Acquisitions Robert F.
Bruner guidance on how to translate analysis to other situations.
This book presents a number of detailed case studies that illustrate tools, concepts, and processes. Accompanying the book is a CD-ROM that contains template spreadsheet files with which you can exercise your intuition and apply the ideas to your own deals.
This book outlines responses to the four classic questions: 1. Broadly stated, what you see happening around you is the result of economic forces at work. But economics is only a necessary but not sufficient explanation for what you see.
Psychology plays a significant role as well. This book will illustrate how psychology intervenes through conduct. Lucky structure of the environment combined with good conduct. The book will also offer details about how to measure success.
What do I need to know? This includes being able to assess the structure of the environment as well as the ability to shape the right conduct on your side and anticipate the varieties of conduct on the other side. Best practices enhance the probability that you will deliver successful outcomes. The book will highlight good approaches in each of the areas of structural analysis and conduct. Ultimately, the secret to best practice is the development of good processes—this book highlights process management considerations that might enhance the performance of your organization.
But on other issues they are in flux or wide disagreement and the reader will need to work to get a view. But at the end of the day, you learn best that which you teach yourself. How can you use this book to best advantage? It is hard to get the gist of the ideas presented here without some concentration and dedicated effort. Also, the models can be applied to cases or problems with which one is familiar. The use of bullet points facilitates a quick survey of topics so that one can focus in on areas of special interest.
Corporate executives will find the sections on strategy, laws, and deal leadership meaningful. Front-line analysts will find the chapters on valuation and research to offer direct guidance. This book affords a ready reference on specific questions one might have.
One could keep this on the shelf as an ongoing resource for questions about terms, tools, concepts, and processes. Throughout the book, I have offered suggestions of other readings at the end of each chapter.
An urgent problem: How can my team do better than the averages? On average, it looks like downloaders earn just the going rate of return on their acquisitions. However, around the average is a wide variance. We learn about the stupendously bad deals from the media: they make lurid reading and sell copy. Unfortunately, we know less about the real winners, probably because successful downloaders do not want to alert the competition.
Most firms have no better alternative. It is an instrument of macroeconomic renewal. This is unduly pessimistic. But competitive forces limit true success to a fortunate few. The volume of deals and their dollar value grew explosively over the past 30 years.
Journalists, legislators, and consumers have watched this activity with fascination and concern. Those inside the firms have felt elation or anxiety as they watched deals hatch. What will it take for my firm to do better than the averages? The decision-maker needs a guideline for action. Bruner analysts new to the field rarely know how to launch a program of personal development.
If I wanted to raise the bar in any dimensions, where should I do it? First, the book takes a pragmatic approach, highlighting useful insights wherever they are to be found. As a result, the discussion here synthesizes a range of perspectives rather than just focusing on one silo of ideas. Second, the book highlights seven important ideas that open fresh insights on subjects previously thought to be too narrow or confusing for meaningful commentary. While that frustrates the seeker of hard answers, it is good news to the professional advisor and business developer, for it dictates that there will always be a market for diligent research, sound judgment, and artful execution.
The winners follow it over and over, and never deviate from the discipline. Exhibit 1. This has intuitive appeal, when you consider the simple idea that where you wind up is a matter of the resources, opportunities, and constraints you began with, and of what you did along the way. This is simply the distribution of costs and revenues that determine cash flows, and ultimately net present values of investment.
Bruner impact consists of the potential value to be created as measured by net present value as well as the effects of deal financing. Synergies are a key driver of the economic impact of the deal. Valuation analysis is the cluster of tools that enables one to assess the likelihood of the deal to create value. The industry positions of the downloader and target are important determinants of the attractiveness of a deal. Strategy is not only a direct driver of deal success, but also a driver of the economics, organization, and reputational structure of the deal.
Successful acquirers are critical analysts of the strategic positions of the downloader and target. Chapters 4 through 7 explore the strategic perspective and present several tools with which to assess the position of a firm and the strategic attractiveness of a deal.
The downloader and target come to the deal with organizations that are unique in terms of their structure, leadership, and culture. The ability of two organizations to mesh has a huge influence on the ability of the new firm to realize merger synergies and strategic benefits. Failure to integrate well can torpedo a deal that, on paper, looked like a winner.
Thus, best practice acquirers devote serious attention to the organizational profiles of the two firms, and to the post-merger integration challenge. Delivery with Standard Australia Post usually happens within business days from time of dispatch.
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