A comprehensive guide to the world of mergers and acquisitions
Why do so many M&A transactions fail? And what drives the success of those deals that are consummated? Robert Bruner explains that M&A can be understood as a response by managers to forces of turbulence in their environment. Despite the material failure rates of mergers and acquisitions, those pulling the trigger on key strategic decisions can make them work if they spend great care and rigor in the development of their M&A deals. By addressing the key factors of M&A success and failure, Applied Mergers and Acquisitions can help readers do this. Written by one of the foremost thinkers and educators in the field, this invaluable resource teaches readers the art and science of M&A valuation, deal negotiation, and bargaining, and provides a framework for considering tradeoffs in an effort to optimize the value of any M&A deal.
Autorentext
ROBERT F. BRUNER is the Distinguished Professor of business Administration at the Darden School of the University of Virginia and Executive Director of the Batten Institute. He directs the Darden School's executive education course on mergers and acquisitions, and teaches the popular MBA elective on that topic. He is the author of over 250 case studies and a casebook, case Studies in Finance: Managing for Corporate Value Creation, which has been adopted for use at over 200 schools. Bruner's articles have been published in the Journal of Financial Economics, the Journal of Accounting and Economics, the Journal of Financial and Quantitative Analysis, the Journal of Money, Credit, and Banking, and Financial Management. He has served as a consultant to over twenty corporations as well as to the U.S. Government, and prior to his academic career, worked as a commercial banker and venture capitalist, Bruner holds a BA from Yale University, and an MBA and DBA from Harvard University.
Klappentext
APPLIED MERGERS & ACQUISITIONS
UNIVERSITY EDITION
"A well written and comprehensive journey into M&A...an essential reference for any M&A practitioner...this isn't just a book about great thoughts and process, but rather how to turn insight into deals, and deals into lasting value."
From the Foreword by Joseph R. Perella Chairman, Institutional Securities and Investment Banking Group, Morgan Stanley
"Bob Burner's Applied Mergers and Acquisitions is a masterful and comprehensive treatment of the topic of M&A. The book is remarkably complete, discussing economic valuation, legal considerations, deal structure, ethics, accounting, post-merger integration-and more. It blends materials from practice and from academia in an easy-to-read style, making it a must-read, and want-to-read, for anyone interested in this subject."
Peter Tufano Sylvan C. Coleman Professor of Financial Management, Harvard School
"How many boos really succeed in teaching M&A practitioners to distinguish among deals that should be avoided, deals that are promising but can't be executed by the teams involved, and deals where significant valu can be achieved? We should start the count with Bruner's Applied Mergers and Acquisitions. Bruners is the ultimate teacher for practitioners who want to improve performence."
Edward A. Snyder Dean and George Pratt Shultz Professor of Economics, University of Chicago Graduate School of Business
"Bob Bruner has achived the impossible: covering in one book all relevant economic, financial, accounting, legal, and tax aspects of mergers and acquisitions and illustrating each concept with case studies, Impressive!"
Thco Vermaelen Professor of Finance, INSEAD
"Bob Bruner's book combines the best of academic thinking and business practice on one of the most fascinating and challenging topics in all of business. The area of mergers and acquisitions stretches executives and scholars to consider the whole realm of management practice-from strategy, to finance, to law, to negotiations, to integration planning, to human behavior."
Robert S. Harris Dean, Darden Graduate School of Business Administration, University of Virginia
Zusammenfassung
A comprehensive guide to the world of mergers and acquisitions
Why do so many M&A transactions fail? And what drives the success of those deals that are consummated? Robert Bruner explains that M&A can be understood as a response by managers to forces of turbulence in their environment. Despite the material failure rates of mergers and acquisitions, those pulling the trigger on key strategic decisions can make them work if they spend great care and rigor in the development of their M&A deals. By addressing the key factors of M&A success and failure, Applied Mergers and Acquisitions can help readers do this. Written by one of the foremost thinkers and educators in the field, this invaluable resource teaches readers the art and science of M&A valuation, deal negotiation, and bargaining, and provides a framework for considering tradeoffs in an effort to optimize the value of any M&A deal.
Inhalt
Foreword.
PART ONE: INTRODUCTION AND KEY THEMES.
CHAPTER 1: Introduction and Executive Summary
How Can My Team Do Better Than the Averages? A Framework for M&A Success. Seven New Big Ideas Worthy of the Best Practitioners.
CHAPTER 2: Ethics in M&A
Why Should One Care? In Whose Interests? What Is Good?Consequences, Duties, Virtues. Promoting Ethical Behavior. Greenmail Case: Walt Disney, 1984.
CHAPTER 3: Does M&A Pay?
The Measurement of M&A Profitability: Better Than What? Findings Based on the Analysis of Returns to Shareholders. Findings Based on the Analysis of Reported Financial Performance. Findings about the Drivers of Profitability. Findings from Surveys of Executives. Findings from Clinical Studies.
PART TWO: STRATEGY AND THE ORIGINATION OF TRANSACTION PROPOSALS.
CHAPTER 4: M&A Activity
M&A Activity Appears in Waves. Explanations of M&A Activity. Creative Destruction as the Driver of M&A Activity. The Many Forms of Economic Turbulence, and Where to Look for It. Turbulence Drives M&A Activities and Opportunities.
CHAPTER 5: Cross-Border M&A
Cross-Border M&A Activity. M&A within Regions and Trading Blocs. Drivers of and Returns from Cross-Border M&A. Strategic Analysis of Countries: Getting a View.
CHAPTER 6: Strategy and the Uses of M&A to Grow or Restructure the Firm
Setting Strategy. Expansion by Inorganic Growth. Restructuring, Redeployment, and Sale. Choosing a Path. Does It Pay to Diversify or Focus the Firm?
CHAPTER 7: Acquisition Search and Deal Origination: Some Guiding Principles
Eight Principles of Acquisition Search. Case Study: Kestrel Ventures LLC.
PART THREE: DILLGENCE, VALUATION, AND ACCOUNTING.
CHAPTER 8: Due Diligence
The Concept of Due Diligence. Principles and Strategies. Timing, Team, and Outputs. The Target's View: The Data Room and Its Pressures. Focus on Knowledge. Excellence in Due Diligence.
CHAPTER 9: Valuing Firms
Rule #1: Think Like an Investor. Rule #2: Intrinsic Value Is Unobservable; We Can Only Estimate It. Rule #3: An Opportunity to Create Value Exists Where Price and Intrinsic Value Differ. Rule #4: So Many Estimators, So Little TimeIt Helps to Have a View. Rule #5: Exercise Estimators of Intrinsic Value to Find Key Value Drivers and Bets. Rule #6: Think Critically; Triangulate Carefully. Rule #7: Focus on Process, Not Product. Rule #8: When in Doubt, see Rule #1. Valuation Case: Chrysler Corporation, March 1998.
CHAPTER 10: Valuing Options
Option Basics. Option Theory. Option Applications. A Practical Guide to Financial Option Valuation, with Some Important Caveat…