Book Description

Real-world advice for determining the most advantageous structure in a merger, acquisition, or buyout

The actual structuring of a merger or acquisition is key to the success of the entire procedure. The Art of M&A Structuring explores ways to approach a deal as an investment and satisfy the often conflicting financial and operational goals of all parties, from buyers and sellers to investors and lenders. Written in the trademark Q&A style that made The Art of M&A a landmark business bestseller, this book is filled with real-world examples and cases. Decision makers in any organization will quickly find the M&A information and insights they need, including:

• Up-to-date GAAP and tax considerations
• Advantages and disadvantages of spin-offs and spin-outs
• Special considerations for off-balance-sheet transactions

Book Description

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. ... Read more

Reviews (19)

In praise of a great book
Several months ago, copies of this book were distributed to our executive team in anticipation of an acquisition. We've since bought several more copies. The deal has progressed smoothly and primarily due to the guidance of Messrs. Clemente and Greenspan. It's as if they've read our minds in reference to the challenges we would face. Each time that a major obstacle or uncertainty has presented itself, "Winning at Mergers and Acquisitions" clearly and articulately has delivered the solution. The chapter on their methodology "marketing due diligence" is truly out-of-the-box thinking and has helped to shed new light on even the most mundane aspects of the process. Strategy, acquisition planning, cultural issues, integration implementation, and the like are all addressed with multiple case studies and practical guidance. We have greased the skids for cross-selling and revenue generation as they've instructed and the results speak for themselves. We are clearly ahead of schedule because of this book. Whenever we have balked at one of the book's solutions, we've found ourselves quickly in trouble and have gone back and implemented the guidance to remarkable success. Our gameplan for this amalgamation as well as for future ones is now neatly laid out. I can only imagine that more deals would have succeeded if they had stuck to the guidance so brilliantly imparted on these pages. In fact, I can't quite figure out how we ever had the audacity to make an acquisition before reading this book.

The Best Book Ever Written about M&A
I love this book. The concept of marketing due diligence is not only brilliant but works in practice. As the authors stress, "doesn't it just make sense to focus on the people, products and processes of a company before during and after the deal." This is a big book - in size and content. It gets in-depth about all the areas it discusses. Many other books on M&A offer up a paragraph or two in addressing an issue. You're left with a crumb. Probably because they've never really done it. Clemente and Greenspan have obviously taken their real-life experiences and written about them -- in detail...case study after case study. Real life corporate officers are quoted, discussing what works and what doidn't. The level of honesty is groundbreaking in itself.There's very little that's theoretical or lacking real-world application. Due diligence, strategic thinking, analyzing the business environment, culture from every angle, driving revenues...it's all here, in depth and with step by step guidance. It's a wonderful source that I keep on my shelf and use a couple of times a week. This book is truly the M&A bible.

Gave me the advantage i needed.
Several years ago I was in a class at Cornell Law School that Drs. Clemente & Greenspan taught. Winning at M&A was a required text and their insights from working on several high profile deals were inspiring. Just a few years later, I am a successful in-house counsel to many recent acquisitions of a relatively high profile multi-national corporation. I have had the opportunity to share the finer lessons from Winning at M&A with our COO, director of Corporate Development, and our head of HR. Drs. Clemente & Greenspan have written an important book whose lessons seem to transcend time or circumstance. Just like Peter Drucker's management wisdom seems to apply to every company, economic environment, and business circumstance over the last 50 years, the work and guidance of Clemente & Greenspan in Winning at Mergers seems to be timeless and evolutionary. It allowed me as someone with little experience in the realm of consolidation and backwards integration to understand the ins and out of the process before I had ever sat in on a deal. This book should be read and kept by those who want to learn about business, marketing, or M&A.

Well put together and soundly presented
I just got this book as a gift. WOW!!!!!! It's very well written and the ideas are refreshing compared with the beancounter approach of all the accountant types who crush companies, cut the staff in half, and gut the core. We all know companies that have just thrown away the wrong people and slashed all their expenses (especially marketing) to make the numbers work so they can get their stock to budge or the consultants/Investment bankers to pocket their success fees. This book shows in a very sly way how corrupt the entire M&A world is. Show me a merger and I'll show you a greedy CEO or soul-less investment banker. This book provides helpful solutions to making the worst possible combinations work and pulls back the curtain on the scam of so many business analysts and beancounters who always claim"It's only business; it's not personal." Last time I heard that, I was fired.

This book made us $22 million and saved our company big$
The patented processes in this book helped my company get an actual return on our substantial investment by driving revenue and saving us millions. A roadmap for success,the book walks through all stages of the deal. It starts with the out-of-the-box "marketing due diligence" which honestly reveels the shortcomings of traditional due diligence. A jealous reviewer here calls it unrealistic, yet it's used by most of us in the Fortune 50 (he must have lost the contract to these guys) The writing is smooth and keeps your interest all the way and it gets quickly to the meat and potatoes focusing on revenue enhancement.(SHOW ME THE MONEY!!!) Anyone who's worked on a deal knows this is where the rubber meets the road. Even a fool can cut costs after a merger, but a failure of so many deals is not gerating revenue. The book using examples and case-studies explains how to fill what the author calls "the revenue enhancement opportunity pipeline." It virtually put money in our pocket!! Sheer genius. The middle sections of the book address combining products, services, customer bases, personnel decision-making criteria, management functions and proceses. The last 200 pages detail specific strategies and tactics for successful integration. Discussing the most commmon challenges, how to align corporate culture, employee and customer communication strategies, training and development, reward and recognition prohgrams,theres even a very comprehensive chapter on designing the new organizational structure. No book I have read on this subject speaks about so many important aspects and in such detail. The seven members of our management team each read this book over and over and used it as our gameplan constantly referring to it over the 8 months we worked on this deal. It was like having a consultant on staff! Our deal was a success BECAUSE of this book. Other companies, afraid to break with the traditional practices that only work half of the time, will be destined to repeat their failures. Heaven help their shareholders. ... Read more

Download Description

In Valuation: Avoiding the Winner's Curse, authors Kenneth R. Ferris and Barbara S. Pecherot Petitt will help you master both the science and the art of M&A valuation. Concise, realistic, and easy to use, it brings together the field's best "rules of thum ... Read more

Reviews (1)

Met the man, taken his courses...
This book, and another by Ferris, was a required textbook for a class taught by the author (Ferris) at the school where he teaches. It is an indication of the respect that the other Finance and Accounting profs have for Prof Ferris that his books are used by no other profs there- in fact, many riducle the simple errors and theoretical mistakes that are present in this book. As a guide to valuation of public firms, this book is useful only in outlining a simplisitc cookie-cutter format that lacks any depth or analysis. ... Read more

Book Description

A powerful guide for seeking out the best acquisition and merger targets
As increasingly more companies look to mergers and acquisitions (M&As) as a source of new growth and revenue, there is an even greater chance that these M&As will go bad. This insightful guide focuses on one of the most often debated and key issues in mergers and acquisitions-why some deals fail miserably and why others prosper. It provides a complete road map for what potential buyers should look for when picking a target and what characteristics of sellers they should steer clear of, as well as pitfalls to avoid during the M&A process. Real-world examples are provided of high-profile failures-Quaker Oats, United Airlines, Sears, and Mattel-and high-profile successes-General Electric and Cisco.
Patrick A. Gaughan (New York, NY) is President of Economatrix Research Associates and a professor of Economics and Finance at the College of Business, Fairleigh Dickinson University. He is actively engaged in the practice of business valuations for mergers and acquisitions, as well as other related applications. ... Read more

Book Description

The authors of the hugely influential Corporate Cultures reunite to assess the effects of the last two decades of management trends and to offer new strategies for achieving corporate renewal. ... Read more

Reviews (4)

A classic on corporate culture.
The other reviewers have summed up the best points about this book. Anyone studying organisational behaviour will be well advised to read this book. It brings you up-to-date in developments on the subject of corporate cultures in the 1990s. The book has global application. The notes at the end of the book are a useful reference to locate related articles and content.(My comments refer to the paperback edition.)

Corporate Cultures from 1980s to 2000s.
"In 1982 we published Corporate Cultures: The Rites and Rituals of Corporate Life. We were motivated to write the book because of a nagging feeling that something was missing in our ability to understand organizations. This missing link was obviously very subtle-but also extremely powerful. Along with other pioneers (Organizational Culture and Leadership - E.Schein, Corporate Culture and Performance - J. Kotter / J. Heskett, Built to Last - J. Collins / J. Porras), we ventured an idea about what lay underneath the rational-technical veneer of business. We tagged the phantom force 'corporate culture.'... In this, our new book, we plan"Deal and Kennedy write, "to chronicle changes that have occured-where they came from, why they happened, and their effect on business cultures. We also offer suggestions for how corporations can be revitalized in the wake of the grueling assaults since the early 1980s. Our hope is that modern managers can use our book to find a balance between the management actions needed to stay competitive and the human needs of workers to belong to meaningful institutions."

In this context, with their words, Deal and Kennedy basically :

* summarize the evidence that has emerged since they first wrote about the importance of culture to superior performance over the long haul.

* chronicle, one by one, the forces that have chipped away at the culture of companies since the early 1980s.

* discuss the shareholder value movement and the impact it has had on corporate decisionmaking.

* focus on downsizing, which has cut the soul out of many corporations.

* show how outsourcing has emerged as the new tool of cost cutters just when conventional cost-reduction approaches have begun to run out of steam.

* explore how merger mania has forced the most unlikely of combinations on workforces still reeling from the waves of cost cutting that decimated them in the early 1990s.

* look at how computerization, potentially a tool for liberating workers from drudgery, has instead isolated workers from one another and made them servants to machines.

* discuss how the combination of these factors has decimated traditional corporate cultures, replacing joy, commitment, and loyalty with fear, alienation, and self-interest.

I highly recommend this study to all executives.

Look Back in Anger
The last twenty years have seen two major trends: increasing study of corporate cultures, and increasing reason to rue the cultures' progress. Since 1982, when Terrence Deal and Allan Kennedy published Corporate Cultures: The Rites and Rituals of Corporate Life, the havoc wrought by corporate upheaval has been measured as much by the spillage of ink as by the ruin of employee life. Short-term management, outsourcing, downsizing, reengineering, mergers, and the ever-popular leveraged buy-outs have taken their toll on once-strong corporate cultures. Today, when authors and analysts detect fear, cynicism, and anomie among corporations' employees, their blame is laid unhesitatingly at the door of senior executives. Look on thy works, ye mighty, and despair.

Now Deal and Kennedy are back with a sequel, The New Corporate Cultures, and they shall not fail or falter in condemning what they find. They devote the first half of the volume to a trenchant economic history of the last two decades, exposing the roots of these negative cultures with remarkable clarity and precision. Drawing largely from key books and articles in the field, Deal and Kennedy describe a Bizarro, anti-Rockwell world - culture of want, culture of fear, culture of denial - that makes you want to weep into your beer. Gone are the corporate cultures of yesteryear, supplanted by "negative influences that threaten the ability of businesses to thrive and compete."

This is a distinctly diffident claim, and rightly so. While few would argue that weak cultures are a good thing, even fewer have come close to proving that they impact the bottom line. John Kotter and James Heskett gave it a shot in their Corporate Culture and Performance (1992); as Deal and Kennedy admit, "in [Kotter and Heskett's] analyses, cultural strength itself did not seem to correlate significantly with financial performance." (Not that this stops Deal and Kennedy from deliberately skewing those data and presenting the results as revelatory proof, accompanied by a jab at Harvard academics.) Even if we presume that the strength of a corporate culture can be measured - for which Deal and Kennedy give neither formula nor method - we still don't know that a culture affects performance or ROI, rather than the other way around. Emboldened by proselytizing zeal, the authors have fallen victim to logical fallacy. True, Southwest Airlines is profitable, therefore it does not downsize. But it's bad logic to conclude that Southwest does not downsize, therefore it is profitable.

Deal and Kennedy are offering antagonism over answers, and their petulance is ultimately as dispiriting as their findings. Although their attacks on reengineering and overpaid CEOs may be trite, at least they're supported by facts. But they reserve a particular vitriol for the young ("young money managers", "consultants, most of them young", "newly trained MBAs not eager to spend their time on factory floors", etc.) that is unseemly in a professor and a management consultant. And when it comes time for solutions, Deal and Kennedy submit five chapters of vague recommendations unsupported by suggestions for implementation. They propose, for example, that companies should create and publish fair criteria for deciding which jobs and people are retained. That's all very well - no one wants to feel his company's retention decisions are made by the Giant Claw from Toy Story, which chooses who will go and who will stay - but who decides what is fair, whether the criteria are met, and how ever-present performance metrics can be prevented from sapping workers' souls?

Unable to prove or retaliate, The New Corporate Cultures falls back on finger-pointing and name-calling. It's a pity, really, because the authors have much to offer. Their combination of cultural anthropology, secondary research, and intelligent prose is rare and welcome among the shelves of business literature, and their book is worth reading simply for its chronicle of the American corporation in the 1980s and 1990s. As diagnosis and prescription, however, The New Corporate Cultures needs a taste of its own medicine. If you're going to pour your readers a bitter cup, be certain that the suffering is justified by the cure.

New Corporate Cultures
Corporate leaders need to re-visit corporate values to keep on track. Allan Kennedy and Terence Deal have put a message for corporations in their book. Corporations depend on their people - and people need to feel positive about their work and work situation to make the company fly. The book gets into outsourcing, downsizing, mergers, globalization, shareholder value, and cultural leadership. A wake-up book, written in clear, simple terms, a worthwhile read. ... Read more

Book Description

Here is the book that exposed the Daimler-Chrysler "merger of equals" as a bold German takeover of an industrial icon. Taken for a Ride reveals the shock waves felt around the world when Daimler-Benz bought Chrysler for $36 billion in 1998. In a gripping narrative, Bill Vlasic and Bradley A. Stertz go behind the scenes of the defining corporate drama of the decade -- and in a new epilogue chart its chaotic aftermath.

Reviews (38)

Whoa
Taken for a Ride is a great book about the Daimler Chrysler merger. It starts out by explaining who all of the big - time players in the merger are, such as Kirk Kerkorian, Tom Stallkamp, Hilmar Kopper, Eckhard Cordes, and Dennis Pawley. Kirk Kerkorian was the one man that started the whole thing. In April of 1995 he launched a 22.8 BILLION dollar takeover bid on Chrysler. When Daimler got news of this, they called Chrysler to make sure that they had a part in the negotiations. At the end of May, Kerkorian dropped his bid because he failed to line up backing. Chrysler later assigned some executives to explore possibilities with Mercedes Benz. In 1998 Jurgen E. Schrempp ,an executive at Daimler, visited Bob Eaton, an exec at Chrysler, in Auburn Hills to express his interest in a Merger. After this they had to have a meeting about what the name of the new company would be. After the meeting it was decided that the name would DaimlerChrysler AG. After Chrysler Board and the Deutsche Bank approved, Eaton and Schrempp signed the merger papers in London. Finally on November 17 of 1998 DaimlerChrysler became the worlds third largest auto company.
I really enjoyed this book. I think that I liked it because I like cars so much and because my favorite car company is DaimlerChyrsler. Bill Vlasic and Bradley Stertz did a very nice job writing this book. I thoroughly enjoyed it. My favorite part would have to have been when the two companies were in all the tense meetings.

What about Bob?
Well researched and sourced, this page-turner is also very well written. As the title intends to imply, Chrysler executives (and shareholders) were out-finessed by Daimler's Jürgen Schrempp, clearly a genius, and his tightly knit and intensely focused Stuttgart executive suite.

Meanwhile, the American side was characterized by politics, back-stabbing and the inexplicable actions and non-actions of CEO Bob Eaton. Left unexplained (perhaps because the authors weren't sure themselves) was Eaton's apparent catatonic state through most of the integration phase. He ceded critical decision-making to Schrempp (much to the delight of Schrempp) while icing out and utterly failing to support his own key executives, in particular Bob Lutz and Tom Stallkamp.

In addition to providing remarkable insights into both the global automotive business and the arcane world of mergers and acquisitions, this book paints compelling portraits of the key players in this mega-merger, including insights into their motives and strategic thinking. I highly recommend this book, even to those not the least bit interested in the car business.

This story feels real.
I don't know how Vlasic was able to get the information in this book. The conversations ring true to me and this story feels as if it really could have occurred the way Vlasic describes it. This is one of the best books I have read in the past year. He is able to take a somewhat chaotic true story and assemble a story that flows smoothly yet also seems accurate. His ability to draw a picture of the characters is outstanding and they have proven quite prescient as time has passed.

Outstanding work about the loss of an American Icon
If you are looking to find out exactly how the Germans came in and stole Chrysler out from under its American leadership, this is the book for you. Superbly written and researched, the book is a page turner that kept me up till the early morning hours. I highly recommend it and hope that nothing like this ever happens again in corporate America. "Taken for a Ride" couldn't be a more fitting title.

A must for all automotive industry folks
Sometimes the reading gets boring in too many details, but the facts in this book are INCREDIBLE!
It shows that Juergen Schrempp never wanted to merge, but to buy, Bob Eaton was totally involved and everybody else was taken by surprise. Bob Eaton never actually ran the company, maybe that is why he sold it. ... Read more

Book Description

In addition to its coverage of agency and partnership, the new edition of Agency and Partnership Law adds coverage of limited liability partnerships and limited liability companies. Because the authors feel that agency law is the foundation on which the law of business firms is built, the second edition retains substantial treatment of both the contract and tort aspects of agency law. Rosin and Closen integrate problems into the text to facilitate teaching by the problem method and introduces a transactional perspective by using problems that ask students to structure transactions so as to achieve client goals while addressing the concerns raised in the materials. The new edition also continues to cover the various unincorporated firms by comparing and contrasting their functional characteristics. ... Read more

Book Description

The coauthor of the bestselling The Art of M&A: A Merger Acquisition Buyout Guide is back with a question and answer resource that focuses on the msot critical steps in the M&A process. Drawing on the experience of 100 experts, Lajoux shows non-lawyers how to navigate due diligence and how to uncover data that can break a deal. Featuring global perspectives and special insights for small businesses, manufacturers, and service companies, this primer is essential for everyone involved in M&As. ... Read more

Reviews (3)

Yes, this is a very focused topic, but it is a great book!
When purchasing a company you need to know what to look for and where to look for it and what it is you are looking at when you get the information you asked for.

If you are selling your company you need to know what someone SHOULD be looking for, where they will look for it, and the kinds of conclusions they should be drawing from what they are seeing.

This book is an incredibly valuable resource in this process. It is organized very logically and is a series of questions and answers so you can hop around to the information you need for the moment. However, it is also written in such a lively manner that it is easy to read from beginning to end. I happen to be fascinated by this topic and think this is an incredibly helpful handbook.

I think that the way you conduct due dilligence says a lot about your chances of success with an acquisition. And I also think that if someone is trying to buy you, you can tell a lot about them by what they want to know and the conclusions they draw from what they see. In either case it behooves you to invest time and a couple of books in a book like this. Well, in this book.

Highly practical
I found this book insightful, well organized, and thorough in covering highly complicated subject matter. Of greater importance was the author's ability to minimize discussion of theory and provide an excellent discussion of the practical aspects of doing a deal.

Book is an excellent resource for anyone serious about M&A.
Alexandra Reed LaJoux has done it again. Her most recent book on "The Art of M&A Due Diligence" is a valuable tool for the seasoned practitioner as well as the neophyte. She and her co-author Charles Elson effectively combine the big picture with relevant detail so that the reader has a clear understanding of not only the critical concepts but of the process of "due diligence." I found the chapter dedicated to "transactional due diligence" particularly useful. I would recommend this book to anyone serious about transactional work, either as a lawyer, investment banker, or businessperson. ... Read more

Reviews (1)

a good book for indian university
a rare book on the topic. useful for researc ... Read more

Book Description

How does one accurately measure an alliance? With all the factors involved -- productivity, decision making, team performance, thenumber of new customers, and damage control -- getting a precise measurement can be a complex and daunting task. Knowing which measurement to use,and at what stage of the alliance life cycle, is critical.

Measuring the Value of Partnering gives readers a system for measuring a relationship's contribution at every stage of the alliance, from creation toimplementation to termination. This essential book features case studies drawn from interviews with key players at companies like IBM,Hewlett-Packard, Starbucks, Staples, and Hyundai. Weaving these and other real-life examples together, Author Larraine Segil helps readers develop theappropriate metrics and then shows how and when to use them accurately and intelligently to achieve the greatest impact.

Timely and practical, Measuring the Value of Partnering provides the tools for making any alliance is work to maximum organizational advantage. ... Read more

Reviews (1)

A must-read for anyone who is in a business relationship
Segil's expertise shines through in this book about the role metrics play in creating successful business relationships. Segil's use of real-world examples shows how the unpredictable, complicated realities of alliances can be overcome and managed by applying the right metrics. With her keen insights and first-hand experiences, readers finish the book armed with the tools and direction they need to use alliances to their advantage. A great book! ... Read more

Book Description

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 analsyts, 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. ... Read more

Reviews (11)

A winner for the classroom!!!
A winning approach to introducing and explaining complex M&A problems...great source of information on regulation, policy issues, and trends...successfully integrates the legal, financial, operational, accounting, and human aspects of M&A...full of excellent case studies and easily understandable examples...very useful chapter on valuation including many topics not covered in other books on this subject...don't have to be a Ph.D. in finance to understand what is going on...written in an entertaining yet highly readable way...great integrative case at the end of the book that illustrates much of what is discussed throughout the book...I'm considering using this as my primary textbook in my MBA corporate restructuring class.

Best business book I've ever read
I am in the process of completing my MBA. I have had the pleasure of using this book in my graduate class on mergers and acquisitions. This book was written with the student in mind...clear, filled with very helpful examples and highly relevant case studies, and extremelly well documented. It made the subject come alive for me and helped me understand how M&A utilizes all aspects of what I have learned in various business classes during my undergraduate and graduate years. Upon completing the book, I felt that I had an excellent understanding of the subject matter. I wish I could say this about so many of the other books I have used in the myriad business courses I have taken over the years. This book is definitely a keeper for my personal library as a great reference book on the subject.

Examples, Examples, and More Wonderful Examples
Unlike so many books on this subject, you do not have to be a Stanford MBA to understand the author. The writing is crisp, clear, and to the point. While the author covers a great deal of material, there is little wasted verbiage. The author does a good job of blending theory and practice in his writing, while drawing heavily on numerous academic studies to substantiate the points being made.

The book is chock full of lucid examples to illustrate ideas that are commonly used by investment bankers, brokers, and other analysts. I have read a number of finance books both in school and in my own practice which claim to discuss such challenging topics as M&A and this is one of the few that does an effective job. This book is clearly for the serious student, i.e., one who is interested in getting a solid grounding in the subject. Those looking for a passing acquaintance with the subject should stick with the trade press and the WSJ.

Insufficient and Lacking
This book is quite disorganized. It seems that the author would have been better served to take some time out to go over the book again prior to releasing it. It reads like a disorganized combination of miscellaenous ideas. The result is a confused presentation that neither serves the practitioner nor the academic MBA student. The book also seem to rehash parts of a treatment of M&A that has been out for many years in other books such as Gaughan's Mergers Acquisitions and Corporate Restructurings. This book does not add to the field but merely repeats what is already out there in other books and does so in a poorly organized way.

Best in Class
I believe this book can be readily classified as best in class in terms of completeness, ease of reading, copious use of examples and business cases, inclusion of solutions to case studies in the book, writing style, and currentness.

I have been teaching corporate finance for a number of years. This is by far the best book on M&A that I have seen. My students have found it highly useable, as it doesn't presuppose an in-depth knowledge of accounting and finance as do other books on the subject. Moreover, while this book is extremely comprehensive, it is tied around a central theme which illustrates how the various activitie involved in an M&A transaction interact. The quality of the cases is also quite high. They are current, and they are inserted into the text at timely moments to illustrate key points. The author also displays an uncanny ability to explain complicated subjects in a clear, concise way without "dumbing it down" for the relatively sophisticated reader. Many of the case studies also come with solutions, so the reader, not having the expertise of the author, has some idea how to tackle the case. This also eliminates the need to buy a separate text with case studies or solutions to case studies found in the text used by the students.

Unlike some texts, the author is not consumed by a need to do a detailed discussion of the literature, resulting in page after page of torturous prose containing minutiae, much of which is contradictory and whose results are amazingly statistically insignificant. Mercifully, this author has discovered ways to illustrate key points and summarize key conclusions with recent academic studies. The text also provides an exhaustive listing of relevant literature.

This book is clearly for anyone who is serious about learning a complex and challenging subject such as M&A. ... Read more

Book Description

Build long-term success though mutually beneficial relationships with larger business entities.

An estimated 20,000 corporate alliances have been formed worldwide over the past two years.Such strategic alliances can provide business owners with long-term security, new revenue channels, and, often, the anchorneeded to maintain stability in otherwise turbulent waters.

A successful joint venture can open the door to a world of future partnership opportunities, says renowned entrepreneur Robert Wallace.In Strategic Partnerships: An Entrepreneur's Guide to Joint Ventures andAlliances,he outlines a framework business owners can use to conceive, develop, and execute such relationships between themselves and larger organizations.Based on the author's 20 years of field research, readers will learn how to:
* Evaluate the suitability of a potential joint venture partner.
* Establish relationship boundaries to define how partnering companies can work together through processes and complications.
* Keep relationships fun, exciting, and profitable.
* Properly and legally bring joint venture arrangements to a close.

Most chapters conclude with a case study of a business illustrating the chapter topic, along with an interview with an executive from a major corporation.The stories and interviews give readers real-life takeaways that they can relate and apply to their own situations, providing them with a specific tool to move forward in their development.

Robert Wallace is a longtime entrepreneur sought after for his expertise in engineering, telecommunications, systems development, business development, intrapreneurship, and entrepreneurship.He is the founder and chairman of a minority-owned IT consulting firm, and of a Web portal fostering the development of minority and women entrepreneurs.In 2000, Wallace was selected as the only small business member of the GE Center for Financial Learning Advisory Board. ... Read more

Reviews (3)

Book is more than worth it!!
It has been great and I have used some of the info to set up my single-member PLLC in Texas for my Real Estate Broker License that I recently reactivated. I also recommended the book to a real estate mentoring/investment group I am involved with. I was struggling with some of the concepts on an LLC until I read this book, it puts it all into perspective. I have corresponded with the author via email, he is very responsive. You will get real "go-by" documents that you can modify on WORD and actully put to use! A definte must if you are taking those first bold steps into your own business venture and want to protect your asssssets!

Forming a business? GET THIS BOOK.
There may be a lot of scattered information available on the Internet, but Michael Spadaccini delivers all you need to form your business into a convenient all-in-one book.

I'm forming an LLC, and without the guidance in this book, it could cost a lot more money (and time I can't spare) for all the research and legalities involved. Use his experience, step-by-step guides and forms to get where you want to be. Well worth the purchase.

Best General Form Book Out There Today!
I recently purchased a copy of Entrepreneur Magazine's "Ultimate Book on Forming: Corporations, LLC's, Sole Proprietorships, and Partnerships." I am currently taking a business planning course in law school. This book is not just helpful; it is an invaluable tool in helping students and practitioners organize and draft their business planning documents.

First, this book contains a number of business planning documents, ranging from general partnership agreements to board meeting minutes to corporate bylaws. More importantly, this book recognizes the growing trend across the country to provide clients with easily readable and understandable documents that are actually written in plain English and not the traditional "legalese" that has bogged legal documents for centuries. While I ultimately had to tailor my projects to the particular state and its law, I used several of these documents as a starting point for class projects this term. As a result, I never felt "in the dark" when organizing or drafting any of my projects because everything I needed to know was right there in the book.

Second, in addition to providing the legal forms, this book does an excellent job of explaining the different types of business organizations, how a person forms and operates these organizations, and the advantages and disadvantages of each. Many students in law school take a general business organizations course, but this book does an excellent job of explaining each to the layperson who may or may not be familiar with the types of entities and their nuances. But both the student and layperson can benefit from the "insider tips" that divulge secrets of the business law trade, which can only be learned through years of experience.

Finally, the last section of this book provides state reference tables that gives detailed summaries of the law for each of the fifty (50) states and the District of Columbia.

In conclusion, I have been scanning the book shelves of my local book stores for a comprehensive, but easy to read, book on drafting legal business planning documents that didn't break the bank, and now I finally found it with Mr. Spadaccini's book. Not since reading the DaVinci Code have I recommended a book so often to my friends and colleagues at school. While not as thrilling as the Code, it is definitely an invaluable resource for the student, the experienced practitioner, and the layperson looking for assistance when forming a business.

-- TBP ... Read more

Reviews (2)

poor choice
Bartlett has written an uneven book that doesn't even provide true insights for the reader. (A caveat regarding this rewview but also the book: I chose not to waste my time finishing it, instead throwing it away when halfway through it.) A far better choice for those interested in reading about KKR is George Anders's "Merchants of Debt," if you can find a copy.

A must read for people interested in KKR.
A fascinating account of the history behind this powerful firm. Bartlett paints a far less flattering picture of KKR than "Barbarian's at the Gate". ... Read more

Reviews (1)

Very detailed with a lot of practical, useful examples...
The novel was very informative in the area of successuful leveraged buyouts. This novel would be an excellent textbook for students in business programs. In fact, some college finance groups, found it better than the actual prescribed textbook, in identifying the key factors involved in a leverage buyouts and the examples brought the information to a more understandable level. The company examples used allowed a case style approach, which is what most business schools use at present. The chapters explained, in detail, the process to evaluate LBO's and determine whether they are acceptable or not. It was an excellent, well written, informative book! ... Read more

Book Description

An indispensable guide to strategic best practices for business mergers

Thirteen years ago, the experts at A. T. Kearney embarked on a landmark, worldwide study of business mergers. Encompassing 25,000 companies across 24 industries in 53 countries, the study revealed much crucial information that was previously unknown about business consolidation. This book shares those revelations and insights with senior executives, consultants, and industry analysts involved in the merger process.

More important, it builds on those findings to present readers with a solid game plan for winning the consolidation game.

Readers learn about the consolidation cycles through which industries pass, how to identify where in the cycle their industry currently lies, how to leverage that knowledge in determining which organizational changes they need to make and when they need to make them, and how to develop and deploy the most successful merger strategies.

Reviews (4)

Original thinking on M&A
This is the first original thinking on M&A that I've seen recently. Most of the M&A books go on and on about why mergers work or don't work. Winning the Merger Endgame talks about M&A in terms of its effect on industries and how they consolidate and change over time. The endgames model is intriguingly displayed as an S curve. I would only quibble slightly over the horizontal time axis, which makes the time span for each stage seem more specific than it probably is. But the research is solid and long-term.

Great book, compelling paradigm
In a glut of milquetoast business books, "Winning the Merger Endgame" stands out as a gem. The combination of solid research, analysis and writing style results in a credible, useful book that anyone interested in business should read. The heart of the book is a model that describes and predicts how industries consolidate. It's a compelling discovery that will undoubtedly change--and chart--business strategies for years. Bottom line: read it and use it.

Consolidation rules discovered
I read this book with great interest. Working in retail for more than 10 years now, this book matched my experience and helps me to forecast what might happen in my industry over the next couple of years. Although I - as well as many other readers - have an idea of what could happen or what is probably, this book with the underlying research of thousands of companies over more than 10 years and the expertise of a consulting powerhouse brings the findings to the point and quantifies them. The only small disadvantage is the title: as the book is not only focusing on mergers, but on consolidation trends as a whole (therefore also valid in times where consolidation trends are fought via price wars and organic growth).

I would already speculate that this book will become a real classic and I recommend it to any strategist, CEO or CFO interested in the mechanics of consolidation trends and finding long term survival strategies.

to the point
Finally a book that is "to the point". Simple, short, with new ideas and interesting examples. ... Read more

Book Description

Based on UCLA’s executive education mergers and acquisitions program, this concise guide will help professionals needing M&A knowledge understand legal and regulatory environments; how to structure deals from financial, tax, and accounting standpoints; and how to analyze valuation models and use them to gauge the effects of a potential merger. Combining the best components of a live seminar with the detail of a textbook, Mergers and Acquisitions provides the qualitative and quantitative M&A tools today’s executive needs.J. Fred Weston (Los Angeles, CA) is the Cordner Professor of Money and Financial Markets at the University of California, Los Angeles. He has written or co-authored several business titles. ... Read more

Reviews (1)

Does Not Add Value
One wonders what is the goal of this book? There are a number of other excellent books in the field of mergers and acquisitions that provide a comprehensive treatment of the field. This books enagges in much rambling about the field but never seems to arrive at a presentation that wil be helpful to students of the field or to those working in mergers. Much of the subject matter is old. With so much going on in this area it is surprising that the authors did not have a more timely treatment of the subject. This was a disappointment! ... Read more

Book Description

Critical Acclaim for Jim's previous book, The Learning Paradox

I highly recommend you read the book - it had the same impact on me that Alvin Toffler's Future Shock did in 1971.
Larry Wilson, Founder of Wilson Learning & Pecos River Learning, Coauthor The One Minute Sales Person and Stop Selling Start Partnering

"The Learning Paradox is a rich, in depth exploration of the major issues facing today's organizations. But it's more than that - it's filled with stories and examples that evoke curiosity, laughter, and true learning. Long after I put the book down, I found myself thinking about many of the lessons Jim Harris describes so well."
Margaret J. Wheatley, author Leadership and the New Science

"In The Learning Paradox, Harris offers a strikingly insightful and coherent organizational learning strategy for businesses in this rapidly changing world.
Hunter & Amory Lovins, coauthors Natural Capitalism, Founders Rocky Mountain Institute

"The Learning Paradox because it communicates so very clearly the key issues we face and the solutions we need for survival. It's priceless.
Lou Pritchett, retired Vice-President, Sales, Procter & Gamble

"Every day the future keeps coming at us whether we like it or not. The Learning Paradox provides individuals and organizations with keys to unlocking the right attitude and the mechanism for developing the necessary skills to go out and meet the future with confidence.
Kenneth Clarke, Chairman, Royal LePage ... Read more

Reviews (2)

change or be blindsided
Jim's book offers extrordinary insights and research. He has delved deep into the complex psychie of the corporate strategic misfires. Read it and see why he is asked to speak to many organizations yearly on change and managment. Pay attention to the parts about Kodak and Microsoft. Your orgainzation may not be in the technology industry but this means you need to read this book more. From volunteer organizations to small start-ups this book has practical advice. We apply it.

Packed with Knowledge!
In Blindsided, change expert Jim Harris discusses the startling way some major companies got "blindsided" - caught with their antenna down by fast-moving technological changes that undermined their businesses. He fills you in on how change works, and works quickly. Then, as if to make you feel better, he offers practical techniques that superior companies use to avoid being walloped. Harris tells you (consider this a warning) what to do to deal with change. Generally, this is a top-notch, straightforward book, although some corporate histories and guideposts on recognizing change may sound like retreads of other material. Still, Harris provides a guidebook for heeding and handling change. Just ask yourself the questions at the end of each chapter to find out if you need this heads up strategy check. We from getAbstract suggest that diagnostic dialog to business strategists and executives. Just keep looking behind you while you are reading - someone, or something, may be gaining on you. ... Read more

Book Description

This 224 page, 8.5"x11" book provides all of the practical information that business buyers and sellers need to efficiently find each other, negotiate, and successfully close the deal. It’s written in an easy-flowing first person narrative style that makes this complex subject easy for everyone to understand and apply in their own situation.

Buying or selling a business can be one of the three or four most important decisions of a lifetime. Yet, many people rush into this decision ill-prepared and lacking crucial facts. This book provides the information that minimizes financial risk and reveals how the reader can get the upper hand when negotiating the purchase or sale of any business … information that can literally spell the difference between success and failure.

This book is a revealing publication that unlocks the strategies for success in buying or selling a business. These strategies are fully explained within the unique context of the fifteen "laws of the business buying and selling jungle." The book is written by a business broker who successfully negotiated many business sales . . . and knows the field inside and out. The author provides the reader with an insider's grasp of what they need to know in this dynamic business endeavor. One of the many features that makes this book unique is that it provides the buyer's as well as the seller's perspective. This can be an enormous advantage whichever position the reader happens to be in.

This authoritative book contains eight information-packed chapters and includes nine appendices with all the example contracts and forms needed to consummate the sale. It also has an index and a full glossary of all the terms needed to have the edge the reader wants as they deal with buyers, sellers, business brokers, attorneys, accountants, and bankers. The reader will learn the pros and cons of dealing with business brokers, how to evaluate the financial worth of a business, how to find sellers or buyers, how to position themselves to get the best possible advantage in negotiations, how to accomplish the all-important due diligence process, how to arrange seller financing, and how to successfully close the deal.

Every one of the pages in this book are crisply written in an orderly, step-by-step sequence. It's both educational and also entertaining to read. It takes the complexities out of the deal and gives the reader the working knowledge and facts they need to make all-important decisions. The author takes the reader behind closed doors where they learn all the nuances and intricacies of structuring the deal. He gives the reader access to dozens of tips, techniques and strategies known only to a handful of professionals who have made business brokering their career. When the reader finishes "Strategies for Successfully Buying or Selling a Business" they will know more about the subject than 99% of the average business people in America! ... Read more

Book Description

Proven strategies to evaluate, negotiate, and conclude winning transactions

Hundreds of thousands of businesses change hands each year. The most successful negotiators understand the perspective and negotiating position of their colleagues around the table. In this invaluable guide, financial valuation expert Ira Nottonson, J.D., shares real-world insights in a straightforward step-by-step process.

Using simple, unpretentious language, he examines the financial aspects of a deal from a variety of perspectives. Recognizing the concerns of all parties--buyer, seller, accountant, lawyer, broker, and lender--equals a negotiating advantage. In addition, you will receive:

• Expert author commentary at the end of every chapter elaborates key pitfalls and opportunities.
• A valuation concept that every businessperson can understand and utilize is provided.
• Self-analysis work sheets help you carefully assess your talents and needs.
• Frequently overlooked, franchise and family succession planning issues are also included.