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M&A Disputes: A Professional Guide to Accounting Arbitrations
by A. Vincent Biemans Gerald M. HansenNavigate M&A accounting arbitrations with insider perspective M&A Disputes takes you inside the dispute resolution process to help you put together the many "moving parts" necessary to obtain a successful outcome. With deep insight from experts in the field—including valuable advice from the arbitrator's perspective—this book guides you through the entire process to explore the variables at work. The high volume of M&A transactions makes post-closing price adjustment provisions and accounting arbitrations a critical part of doing business. Yet, the field is opaque to non-practitioners and important issues can be easily misunderstood without specific knowledge and experience. A resulting award can make or break a transaction; an intimate understanding of the process's inner working can help you plan your position to the greatest advantage. This book explores the many factors that that contribute to a successful resolution across the entire transaction life cycle from contract negotiation through the dispute phase including due diligence, determination of the target net working capital, conception and closing of the purchase agreement, post-closing negotiation and dispute resolution, the impact of accounting practices, guidance, and documentation as well as relevant auditing concepts, and various facts and circumstances surrounding the target business and the transaction that need to be considered. M&A volume remains high and continues to result in large numbers of current and future post-closing M&A disputes. Clients rely on their attorneys and advisers to guide them through the process and counsel them toward a positive outcome. Those professionals will find that M&A accounting arbitrations carry a range of distinctions that require a specialized knowledge base to navigate correctly. This book provides real-world guidance from experts in the field, with invaluable insight for every stage of the process. Walk through the entire dispute resolution process from arbitrator selection through final award Understand how M&A agreement provisions impact the awarded amount as well as the options available to limit the scope of potential disputes and the "gaming" of the post-closing process by the counterparty Understand the nature of accounting estimates and guidance, their interaction with accounting arbitrations, and how to synthesize facts, circumstances, and GAAP into a persuasive argument to present to the accounting arbitrator Get situation-specific advice for different types of transactions Learn practitioner "dos" and "don'ts" from the arbitrator's perspective M&A Disputes provides transaction parties and their representatives an inside view at the transaction and commonly disputed items through the eyes of the arbitrator to provide them with uniquely valuable insight. In addition to being an invaluable tool for practitioners appearing before an accounting arbitrator, M&A Disputes also provides advice to would-be and experienced arbitrators alike to successfully resolve disputes that can be significant and complex.
M&A Information Technology Best Practices
by Janice M. Roehl-AndersonAdd value to your organization via the mergers & acquisitions IT function As part of Deloitte Consulting, one of the largest mergers and acquisitions (M&A) consulting practice in the world, author Janice Roehl-Anderson reveals in M&A Information Technology Best Practices how companies can effectively and efficiently address the IT aspects of mergers, acquisitions, and divestitures. Filled with best practices for implementing and maintaining systems, this book helps financial and technology executives in every field to add value to their mergers, acquisitions, and/or divestitures via the IT function. Features a companion website containing checklists and templatesIncludes chapters written by Deloitte Consulting senior personnelOutlines best practices with pragmatic insights and proactive strategies Many M&As fail to meet their expectations. Be prepared to succeed with the thorough and proven guidance found in M&A Information Technology Best Practices. This one-stop resource allows participants in these deals to better understand the implications of what they need to do and how
M&A Integration
by Danny A. DavisThe flurry of M&A deals announced in 2011, including AT&T's agreement to acquire T-Mobile USA, ConAgra's proposed bid for Ralcorp, and eBay's acquisition of GSI Commerce, indicate that M&A has returned, and is perhaps headed back to the levels seen before the financial crisis.Most firms of a certain size will turn to it in their search for growth, forcing almost all managers to face up to the challenge of integration at some point their career. For many managers it is often their first, and only time and M&A is high on the list of things that many managers hate. According to many studies, 50 to 75% M&A transactions turn out to be a failure. One of the main reasons for failure is late or wrong integration or bad integration management. There is a significant demand for more information on best practice in Post Merger Integration.This book intends to equip those managers for the task...Danny Davis demonstrates how to handle the post-merger integration process and show how to restructure, consolidate, reduce costs, create efficiencies and perform M&A, from smaller transactions to mega-mergers. The focus is on integration planning and delivery. The book combines a general/strategic view with detailed information of how to actually conduct a Post Merger Integration via very practical tools and check lists that will prove essential in delivering change before, during and after transactions as well as to ensure their success.
M&A Legal Context: Basic Framework for Corporate Governance
by James Quinn Carliss Y. Baldwin Constance E. BagleyStudents are introduced to the basic framework for corporate governance. Begins by describing the complex role of the modern corporation, then proceeds by discussing the fiduciary duties to which a board of trustees is bound (duty of care, duty of loyalty, etc.), and concludes by proposing seven factors officers and directors should consider when overseeing the sale or purchase of a company. Recounts the precedential case Smith vs. Van Gorkom.
M&A Legal Context: Hostile Takeovers
by James Quinn Carliss Y. Baldwin Constance E. BagleyIntroduces students to the main tactical maneuvers used by hostile bidders, including bear hugs, proxy fights, tender offers, and toeholds. Also describes how, in the United States, tender offers are regulated by the federal government via the Williams Act.
M&A Legal Context: Standards Related to the Sale or Purchase of a Company
by James Quinn Carliss Y. Baldwin Constance E. BagleyIntroduces students to the legal standards affecting officers and directors when selling or purchasing a company. Provides a practical understanding of the Revlon Standard, the Securities and Exchange Act of 1934, Rule 10b-5, and the legal criteria for a cause of action for securities fraud. Recounts three precedential cases decided by the Delaware Supreme Court.
M&A Titans: The Pioneers Who Shaped Wall Street's Mergers and Acquisitions Industry
by Brett ColeThis book focuses on the 11 men, lawyers and bankers, who are responsible for the creation of Wall Street's merger industry. It specifically concentrates on the events and personalities who dominated Wall Street during the takeover battles of the 1970s and 1980s. Lawyers Joe Flom and Marty Lipton, the godfathers of modern M&A, educated bankers on takeover laws and regulations as well as tactics. Flom and Lipton were also superlative businessmen who built their own firms to become Wall Street powerhouses. The two men drew into their orbit a circle of bankers. Felix Rohatyn, Ira Harris, Steve Friedman, Geoff Boisi, Eric Gleacher and Bruce Wasserstein were close to Lipton. Robert Greenhill and Joe Perella were close to Flom. M&A Titans provides insight into the culture of the different investment banks and how each of the bankers influenced the firms they worked in as they became more powerful. Some such as Gleacher, Harris, Wasserstein, Perella and Greenhill clashed with the men running their firms and left. Others such as Friedman and Boisi stayed and profoundly influenced how the firm did business. The career of Michael Milken, perhaps the notorious name on Wall Street in the 1980s, is also examined as well as the actions and tactics of his firm, Drexel Burnham Lambert. Milken and Drexel paved the way for the growth of private equity and helped popularize attacks on management by investors such as Boone Pickens and Carl Icahn.
M&A and Corporate Consolidation: A Study of the Role of Competitive Government Behavior
by Fengrong WangThis book constructs an innovative theoretical analysis framework for corporate consolidation through M&A under the condition of government competition during the transition period. Under the condition of transitional economy, the government is an important agent in economic development. Government behaviors, especially government competitions, are institutional variables that affect enterprise behaviors and corporate consolidation. Based on the perspective of local government competition, starting from the essential problems of China's enterprise M&A during the transition period, and taking “the existence of M&A waves-the occurrence mechanism of M&A under government competition-the process of corporate consolidation under government competition—the macro and micro effects of M&A” as the main line, this book reveals the mechanism and effects of enterprise M&A on the evolution of industrial economic structure and regional economic structure under the paradigm of government competition. At the same time, taking “the motivations for government competition-conducts of government competition-effects of government competition” as the hidden line, the path of government competition and its impact mechanism are investigated. Relevant analysis of government competition is embodied in the logical framework of M&A and corporate consolidation.
M&A: A Practical Guide to Doing the Deal (Wiley Finance #36)
by Jeffrey C. HookeThe comprehensive M&A guide, updated to reflect the latest changes in the M&A environment M&A, Second Edition provides a practical primer on mergers and acquisitions for a broad base of individuals numbering in the hundreds of thousands: Investment bankers involved with mergers and acquisitions (M&A). Equity analysts at hedge funds, risk arbitrage funds, pension funds, and banks, who invest in firms engaged in M&A. Private equity professionals at buyout funds, venture capital funds, and hedge funds, who routinely buy and sell companies. Corporate executives and business development professionals. Institutional loan officers working with M&A and buyout transactions. Business students at colleges and graduate business schools. Investor relations professionals at corporations and public relations firms. Lawyers who work with corporate clients on M&A-related legal, financial, and tax matters. Independent public accounting firms that review M&A accounting. Government regulators Sophisticated individual investors Its comprehensive approach covers each step in the process, from finding an opportunity, to analyzing the potential, to closing the deal, with new coverage of private equity funds and international transactions. This updated second edition also includes information on emerging markets, natural resource valuation, hostile takeovers, special deals, and more, plus new examples and anecdotes taken from more current events. Additional illustrations and charts help readers quickly grasp the complex information, providing a complete reference easily accessible by anyone involved in M&A. The mergers and acquisitions environment has changed in the thirteen years since M&A was initially published, creating a tremendous need for authoritative M&A guidance from a banker's perspective. This M&A update fills that need by providing the characteristic expert guidance in clear, concise language, complete with the most up-to-date information. Discover where M&A fits into different corporate growth strategies, and the unique merits it confers Delineate clear metrics for determining risk, valuation, and optimal size of potential acquisitions Gain deeper insight into the fundamentals of negotiation, due diligence, and structuring Understand the best time to sell, the best way to sell, and the process of the sale itself In the past decade, the dollar value of M&A deals has jumped ten-fold, and the number of individuals involved has expanded considerably. More and more executives, analysts, and bankers need to get up-to-date on the mechanics of M&A, without wading through volume after volume of dense, legalistic jargon. Finally, M&A is back – providing a complete reference to the current state of the M&A environment.
M'Culloch v. Maryland: Securing a Nation (Landmark Law Cases & American Society Series)
by Mark R. KillenbeckFederalism--including its meanings and limits--remains one of the most contested principles in constitutional law. To fully understand its importance, we must turn to a landmark decision nearly two centuries old. M'Culloch v. Maryland (1819) is widely regarded as the Supreme Court's most important and influential decision-one that essentially defined the nature and scope of federal authority and its relationship to the states. Mark Killenbeck's sharply insightful study helps us understand why. Killenbeck recounts how the cashier of the Baltimore branch of the Second Bank of the United States refused to pay Maryland's tax on the bank and how that act precipitated a showdown in the Supreme Court, which addressed two questions: whether the U.S. Congress had the authority to establish a national bank and whether Maryland's tax on the bank was barred by the Constitution. In one of Chief Justice John Marshall's most famous opinions, the Court unanimously answered yes to both, authorizing the federal government to exercise powers not expressly articulated in the Constitution--and setting an alarming precedent for states--rights advocates.
M-KOPA: Empowering Lives
by V. Kasturi Rangan Pippa Tubman Armerding Wale LawalThe Pay As You Go solar power company in East Africa had sales of $71 million in 2019. It wished to grow to $300 million by 2025. M-KOPA, founded by three entrepreneurs in 2011, had grown nicely in Kenya and Uganda to reach nearly 750,000 households with an innovative direct sales force model. Jesse Moore, the founder, wished to scale the company through organic growth as well as geographical expansion into Nigeria. The strategy called for decisions on product/service offerings and go-to-market options. On the product side the company had increasingly migrated to larger in-home connected electronic and electrical devices. It had to decide how much further to go. On the go-to-market side its innovative Direct Service Representative network was hard to create and manage, and it had to think if there were viable alternatives.
M-Lab: Enabling Innovation at Mitsubishi Corporation
by Krishna G. Palepu Allison M. CiechanoverM-Lab's founding goals were to infuse an innovation mindset into Mitsubishi Corporation; to catalyze new business opportunities; and to enable a dialogue between Japanese business and Silicon Valley. M-Lab housed representatives from each of Mitsubishi Corporation's verticals who were joined by executives from other prominent Japanese corporations. While M-Lab was still early in its history, its leader, Tsunehiko Yanagihara, was pleased with its progress: the ecosystem was fertile with research on cutting edge technology; resident executives collaborated across industries on a daily basis; several investments and proof of concept projects were underway; staff had launched an innovation learning program; and soon, an on-site retail-tech accelerator would welcome its first participants. As some of the projects born out of M-Lab now evolved to commercial businesses, Yanagihara saw yet a new role for M-Lab - that of startup advisor. How might he harness Silicon Valley insights on scaling technology ventures and feed them back to the young ventures made possible by M-Lab? And how might he help those now responsible for implementing and executing at these new businesses apply these learnings to the hurdles they faced?
M-TRONICS (A)
by Joseph L. Bower Lynda M. ApplegateThe new CEO of a small manufacturing firm pursues growth through the launch of Entrepreneurial Subsidiaries. While the firm grows revenues from $600 million to over $2 billion in 10 years, problems surface as the subsidiaries are integrated into the established business
M: 2024 Release
by Michael Weigold and William ArensM: Advertising examines advertising from the perspective of the advertiser as well as the specialists who create advertising. M: Advertising takes students beyond theory to learn about roles within each of these organizations, and to consider which they might one day play themselves in a highly visual, condensed, engaging format. Supported by a robust digital through McGraw Hill Connect, M: Advertising is relevant and engaging for today’s business students.
M: Advertising
by Michael F. Weigold William ArensM: Advertising is the newest principles addition to the McGraw-Hill M series of texts, and was created with students' and professors' needs in mind. It explores the core principles that drive advertising, using a lively voice that goes beyond academic theory. The authors' goal was to present advertising as it is actually practiced and make the fundamentals accessible and relevant to the student's “real life.” This approach truly transcends the conceptual and propels students into an exciting and practical dimension. <P><P>Students receive a cost-effective, easy to read, focused text complete with study resources (both print and online) to help them review for tests and apply chapter concepts. <P><P>Professors receive a text that contains all the pertinent information – yet in a more condensed format that is easier to cover by students. Connect assignments are provided to utilise the power of the web, making projects more fun for students and automatically grade materials to support instructors. M: Advertising also includes unmatched teaching support.
M: Business
by Linda Ferrell O. C. Ferrell Geoffrey HirtWith obstacles put in place to question a potential leader's ethics, world view and career outlook, how does a future leader rise to the top while overcoming obstacles? M: Business brings clarity to what business is about. Its design provides a cutting edge approach to business, and its technology components offer an active learning environment, allowing students to envision a prosperous career in business.
M: Business, 3rd Edition
by Linda Ferrell O. C. Ferrell Geoffrey HirtWe hear over and over again that the modern learner has a completely new and different set of needs from a learning package. These new 'digital natives' have developed cognitive thinking patterns that are different from those of earlier generations of students. It's important that educators recognize these differences in students, and that they also account for students with differing learning styles. Students today rely on technology as an important tool in their educational and personal lives. M: BUSINESS accounts for these differences in students today and appeals more effectively to digital natives. An emphasis is placed on the visual and technology component of the product offering (Connect®), while the text remains a (important) supporting tool for their learning in the course. Students today are used to active learning experiences, which is what M: Business provides. The book in combination with the personal study partner (LearnSmart), and the Interactive Applications in Connect Business provide students with a rich, interactive experience that enhances the text content, and keeps them actively engaged in the course content. Students today are also used to feedback and 'payoff'-Connect Business provides these interactive rewards for learning the course content.
M: Management
by Thomas S. Bateman Robert KonopaskeM: Management, 7th Edition is designed for today's student who craves accelerated learning: reader-friendly, highly visual, and digestible. This affordable magazine format captures student's attention with real-world examples of familiar companies, inspiring green initiatives, and career-oriented tips to help students progress in their careers. <p><p>Connect ® provides a wide variety of auto-graded learning resources that enhance your students' higher-order thinking and workplace competency skills. The 7th edition continues to evolve, featuring news-making business leaders and compelling company examples through which students learn how to apply management concepts and best practices.
M: Management (4th Edition)
by Thomas S. Bateman Scott A. Snell Robert KonopaskeM: Management by Bateman/Snell is the fastest growing Principles of Management textbook on the market. Bateman/Snell is written from the ground up to be brief, lean, and flexible enough to enable you to cover just the topics you want at the level of depth you want, while still maintaining the integrity of the content. Plus, it does not inherit outdated examples from a hardback derivative. With market-leading teaching support and the most up to date content available, M: Management represents the best value available in the brief Principles of Management market. What sets Bateman/Snell apart? An unrivaled mixture student-focused current content and the best teaching support around.
M: Marketing
by Dhruv Grewal Michael LevyM: Marketing is the most concise, impactful approach to Principles of Marketing on the market, with tightly integrated topics that explore both marketing fundamentals and new influencers, all in an engaging format that allows for easy classroom and assignment management. A robust suite of instructor resources and regularly updated Grewal/Levy author blog provide a steady stream of current, fresh ideas for the classroom.
M: Marketing
by Dhruv Grewal Michael LevyM: Marketing is the most concise, impactful approach to Principles of Marketing on the market, with tightly integrated topics that explore both marketing fundamentals and new influencers, all in an engaging format. Authors Grewal and Levy emphasize that even the best products and services will go unsold if marketers cannot communicate their value. A robust suite of instructor resources and a regularly updated author blog provide a steady stream of current, fresh ideas for the classroom. Grewal and Levy's M: Marketing, Sixth Edition, is available through McGraw-Hill Connect®, a highly reliable, easy-to-use homework and learning management solution that embeds learning science and award-winning adaptive tools to improve student results.
MANAGEMENT CHALLENGES for the 21st Century
by Peter F. DruckerPeter F. Drucker discusses how the new paradigms of management have changed and will continue to change our basic assumptions about the practices and principles of management. Forward-looking and forward-thinking, Management Challenges for the 21st Century combines the broad knowledge, wide practical experience, profound insight, sharp analysis, and enlightened common sense that are the essence of Drucker's writings and "landmarks of the managerial profession." --Harvard Business Review
MANUAL JURÍDICO DE AUTOEDICIÓN
by Helen Sedwick Juliana S. ArangoDescripción del libro: El Manual Jurídico de Autoedición es la primera guía paso a paso sobre cuestiones jurídicas referentes a la Autoedición. La abogada y autora auto-editada, Helen Sedwick, se vale de sus 30 años de experiencia para mostrarles a sus lectores y autoeditores cómo mantenerse tranquilos en sus escritorios, y alejados de problemas legales. Los temas incluyen: * Creación de negocio. Desde la forma de establecer el nombre de la compañía (de la sigla en inglés DBAs para 'hacer negocio como'), pasando por los impuestos a las ventas, hasta la financiación colectiva o mecenazgo, el Manual Jurídico de Autoedición acompaña a los autores a lo largo del proceso de creación de sus emprendimientos. * Pasar del Manuscrito al Libro. El Manual Jurídico de Autoedición compara las opciones que se tienen al involucrarse con una compañía de servicios de autoedición o auto-publicación, o al trabajar por cuenta propia usando un proveedor de impresión bajo demanda. También realiza un listado de las disposiciones contractuales que son aceptables y las que no lo son. Explica los mecanismos de contratación de diseñadores, editores y otros freelancers o trabajadores independientes. * Cuestiones de Propiedad Intelectual. Elementos como copyrights o derechos de autor, marca registrada, uso razonable y dominio público son explicados en términos prácticos y útiles, incluyendo información relevante sobre cómo localizar titulares de derechos de autor y cómo pedir su autorización. El Manual Jurídico de Autoedición ofrece también algunas recomendaciones sobre la obtención de licencias para el uso de imágenes y música por poco dinero o de manera gratuita. * Regulaciones de Internet. Cualquier bloguero tiene que saber sobre políticas de privacidad, spam o comunicaciones no deseadas, sobre el Acta de Protección de la Privacidad de los Niños en Línea (COPPA) y sobre el Acta de Derechos de Autor Digital del Milenio
MARS Applications in Geotechnical Engineering Systems: Multi-Dimension with Big Data
by Wengang ZhangThis book presents the application of a comparatively simple nonparametric regression algorithm, known as the multivariate adaptive regression splines (MARS) surrogate model, which can be used to approximate the relationship between the inputs and outputs, and express that relationship mathematically. The book first describes the MARS algorithm, then highlights a number of geotechnical applications with multivariate big data sets to explore the approach’s generalization capabilities and accuracy. As such, it offers a valuable resource for all geotechnical researchers, engineers, and general readers interested in big data analysis.