Book Description
The Venture Capital Legal Handbook (italicize first 5 words) is an authoritative, insider's perspective on the ins and outs of venture capital laws and the legal aspects of all transactions, on a global scale. Featuring Partners, Chairs and Department Heads of venture capital all representing some of the nation's top law firms, this book provides a broad, yet comprehensive overview of the current shape and future state of this particular practice area. Discussing current and pivotal trends and changes affecting the venture community, as well as the intricacies of drafting, negotiating and closing investment agreements, raising critical points around the sheer vulnerability of transactions to the ever-changing laws of the day and the rampant globalization of venture capital, authors articulate the finer points around VC laws in a thoroughly comprehensive read - from beginning to end.
In addition to extensive and engaging commentary, authors provide a wealth of Appendix material and sample forms for common venture-related transactions. Samples include:
-Term Sheet -Diligence Request Template
-Merger Agreement -Independent Contractor Agreement
-Stock Acquisition Agreement -Articles of Amendment for Series A of Financing
-Certificate of Designation -Investor Rights Agreement
-Operating Agreement for a Venture Fund -& More
VC lawyers specializing in all sorts of transactions - covering all stages and spanning all industries - offer up their thoughts on the legal aspects of deal making, the characteristics and capabilities of the successful practitioner, and the finer points around this practice area now, and what will hold true into the future. The different niches represented and the breadth of perspectives presented enable readers to get inside some of the great legal minds of today, as experts offer a candid and unprecedented glimpse into the fascinating world where science, technology and law intersect.
Book Description
Financial planning is a young industry. The International Association of Financial Planning - one of the predecessors to the Financial Planning Association - was formed less than forty years ago. But as the profession's first tier of advisers reaches maturity, the decisions that may be part of transition planning for their firms loom large. A sale? A partner buyout? A merger? No matter what the choice, its viability hinges on one critical issue - the value of the firm. Unfortunately, many advisers - whether veteran or novice - simply don't know the worth of their practice or how to influence it. That's why "How to Value, Buy, or Sell a Financial-Advisory Practice" is such an important book. It takes advisers carefully through the logic and the legwork of coming to a true assessment of one of their most important personal assets?their business. Renowned for their years of experience helping advisers tackle the daunting challenges related to the valuation, sale, and purchase of adviso
Customer Reviews:
A must by for financial advisors.......2007-01-09
Comprehensive and clear. If you own a finacial advisory practice, this is must read.
Hits the nail on the head!.......2007-01-05
A clear and concise volume. I used it to successfully substantiate my expert witness testimony.
Average customer rating:
- Lots of information, but a bit disjoint
- The Sitting Bull of M & A Techniques & How To Win
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Mergers and Acquisitions Handbook for Small and Midsize Companies
Manufacturer: Wiley
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Applied Mergers and Acquisitions (Wiley Finance)
ASIN: 0471133302 |
Book Description
Unlike the M&A fever that gripped so many large, publicly held corporations in the 1980s, the mergers and acquisitions activity of the 1990s is primarily centered around small and midsize businesses. But the sale and purchase of these companies present a unique constellation of problems, pitfalls, and challenges that may lead the unprepared buyer or seller to disappointment, difficulty, or even disaster. In this bookâthe only mergers and acquisitions guide that focuses on small and midsize companiesâexperts from every profession and specialty related to the sale or acquisition of a business lead buyers and sellers step by step through each phase of the M&A process. Their aim is to help both parties avoid hazards and mistakes and arrive at a fair and mutually profitable arrangement.
Beginning with the basics, the book offers an overview of the market: the size and type of businesses covered; who the buyers and sellers are; why businesses are put up for sale; how to prepare a business for sale; and how to size up a business that is on the market. The book's second section looks at financial and valuation issues, a particularly important area when purchasing companies that are not subject to SEC regulations. Coverage includes normalizing historical financial statements, using financial forecasts, determining real ROI, valuation methods for midsize companies, and determining the value of partial ownerships, intangible assets, and business risk characteristics.
After a detailed examination of legal issues, the book explores the roles of outside professionals in the M&A process, including intermediaries, attorneys, accountants, business appraisers, and machinery and technical appraisers. The book concludes with a look at various ways of structuring the final deal and the pros and cons of each arrangement from both the buyer's and seller's perspectives.
With 36 self-contained chapters that can be read in sequence or consulted independently, Mergers and Acquisitions for Small and Midsize Companies is both a comprehensive M&A tutorial for newcomers to the process and an indispensable reference for professionals involved in any aspect of the buying and selling of small and midsize companies.
A Step-by-Step Guide to Buying and Selling a Business from a Distinguished Group of Recognized Experts
Mergers and Acquisitions Handbook for Small and Midsize Companies is the perfect guide for anyone who is selling a business or hoping to buy one. Each of the nearly 30 contributors is a recognized expert in a particular aspect of the M&A process. These authors explain their topics from the ground up, assuming no previous experience on the part of the reader and addressing the subject from every conceivable angle.
Areas of discussion include:
- Fundamentals of the mergers and acquisitions process
- Financial and valuationânormalizing historical financial statements, utilizing forecasts, valuation methods, and more
- Legal aspectsâdisclosure requirements, due diligence, advisor engagement letters, closing documentation
- The role of outside professionalsâintermediaries, attorneys, accountants, business appraisers, and machinery and technical appraisers
- The deal itselfâdeal structures, creative financing strategies, a case study, pros and cons of ESOPs, and much more
Customer Reviews:
Lots of information, but a bit disjoint.......2005-01-28
I am a business school student and used this book for a project. I found much of the information to be useful, but not very specific. It touches on all the major issues, but does not really go into detail. I guess that is to be expected as you could probably write volumes on each subject.
I would reccomend this book as an introduction to M&A, but it is not to be used as a reference for each specific area.
Also, the book is written by several authors with different styles. That means that there is often overlap in the things that they talk about and no consistency in writing styles. Not a horrible thing, but at times a bit distracting.
The Sitting Bull of M & A Techniques & How To Win.......2001-10-02
IN "STRUNK & WHITE" STYLE MR. WEST PENNED THE PERFECTLY CONCISE GUIDE TO WINNING AT M & A. THIS SMALL BOOK IS A REQUIRED TEXT. NOTHING IS MISSING FROM ITS TEACHINGS. BUY IT AND READ IT. NOW, GO BACK AND REALLY STUDY IT. THANKS AGAIN THOMAS
DR. MARIO T. SCADUTO PH.D.
Book Description
The Ultimate Guide to Buying, Selling, Merging, or Valuing a Business for Maximum Return
The next merger wave has already started. You may be looking to grow your company through acquistions, or you may be planning for the perfect exit strategy. In today's highly competitive M&A marketplace, when billion-dollar deals can succeed or fail at the drop of a hat, you and your company—whether large or small—need a dynamic strategy to succeed. Where can you find the most reliable, expertly written information to understanding and executing the essential steps to M&A?
The Complete M&A Handbook has everything you need. With the professional guidance in this one-stop resource, you can limit the length, risk, and complexity of merging, selling, or acquiring a business. Author and attorney Tom Taulli addresses in detail the common—and not so common—questions and concerns buyers and sellers have at every stage. He identifies new trends and swiftly guides you through all the legal, operational, and logistical steps to doing the deal right while helping you understand the myriad options, pitfalls, and opportunities at every turn. Inside, you'll discover how to:
·Attract compatible companies to the deal
·Integrate different corporate cultures smoothly
·Comply with U.S. and foreign antitrust regulations
·Negotiate a fair—but competitive—purchase agreement
·Spot key aspects of due diligence that most companies ignore
·And much, much more
Whether you're a buyer or a seller, you'll find tips and tactics to help you complete your deal, saving you time and company value. Of course, nothing can replace an excellent team of advisers for M&A, but, with this book by your side, you can strike deals with the right terms to ensure maximum return.
"Companies need reliable guidance through M&A. The Compete M&A Handbook will help any company through the painstaking process. Tom Taulli offers invaluable advice in the critical steps to buying or selling a business of any size."
—
Robin Richards, CEO, Vivendi Universal Net USA
"Tom Taulli is masterful in making the M&A game understandable. Whether you're on the sell or buy side, this book is a must read."
—
Alan M. Meckler, chairman and CEO, INT Media Group
"Taulli describes the M&A process clearly and succinctly. This book will help any business owner be better prepared for the big change."
—
Walter Cruttenden, Cruttenden Partners
"M&A is the seemingly easy process of bringing buyer and seller together. The reality is that selling a business is quite complex, time consuming, and risky. Tom Taulli does an admirable job distilling a complex subject into an easily understood road map for enterprises of all sizes."
—
John McCracken, managing director, M&A, WR Hambrecht and Co.
"Tom Taulli has done it again. His examination of M&A gets an A+ for getting to the meat of the matter. If the business world had more of this no-nonsense kind of accounting analysis, perhaps it wouldn't be such a shark-eat-shark world out there."
—
Thom Calandra, editor in chief, CBS MarketWatch
"An excellent overview of the M&A process. Very readable."
—
Robert Machiz, CEO, MoneySoft Inc.
Customer Reviews:
Good Book unless you are "in" M&A.......2007-08-23
This book is fine for business owners looking to understand the M&A process. I was recently hired as an associte at a M&A firm. I have my MBA and found most information in the book to be elementary.
Wonderful Introduction to the M&A Process.......2004-03-02
Tom Taulli, media savant and expert dealwatcher, has penned a volume that is useful, comphrensive, and readable. Bravo!
A Great Acquisition !.......2004-01-22
This book is a terrific read for any business person who has been, will be, or wants to be in Mergers and Acquisitions. Tom Taulli does a great job educating and advising the reader. This is a must have book for investment bankers, business brokers and dealmakers, but especially for executives of companies who are considering selling or acquiring other businesses.
A Must read for any M&A Professional.......2004-01-11
The Complete M&A Handbook is a great read. I plan on buying several copies to hand out to clients. The explanations are very clear and concise. Yet detailed enough for a professional to put in the tool box for reference.
M & A for Dummies (and Experts, too).......2004-01-01
Tom Taulli is the expert that has taken a complex, multi-layered technical subject and put it in a form that all M&A participants can easily read, easily understand and easily put to immediate and extensive use. I am an educated, experienced Venture Capitalist and M&A intermediary professional that has learned lots of new techniques and tips from Tom, while having a thoroughly enjoyable time reading about a subject that is not new to me. I'm sending all my clients and business associates a copy of Tom's book, as it will enhance their knowledge about how to do business in M&A and encourage a higher degree of professionalism, effectiveness and efficiency in an otherwise complex and confusing process. Tom makes understanding M&A easy, or at least much less mysterious. Book is a great reference source for those that have questions about the process while engaged in M&A, regardless of their role in the process. BUY IT! You will use it for years.
Average customer rating:
- Very comprehensive
- An excellent guide to truly understanding the numbers
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Due Diligence Techniques and Analysis: Critical Questions for Business Decisions
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The Art of M&A Due Diligence
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Due Diligence List: Www.Duediligencelist.Com
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Due Diligence for Global Deal Making: The Definitive Guide to Cross-Border Mergers and Acquisitions (M&A), Joint Ventures, Financings, and Strategic Alliances
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Due Diligence: The Critical Stage in Mergers and Acquisitions
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The Art of M&A: A Merger Acquisition Buyout Guide
ASIN: 156720029X |
Book Description
For buyers of a business or anyone involved in any phase of the due diligence process, Gordon Bing provides a unique, comprehensive, one-volume source of information and guidance. His book will help investors research, evaluate, and understand an existing or proposed business not only from a financial standpoint, but also from equally important nonfinancial standpoints. It provides a full explanation of the due diligence process, including systematic methods to determine the information you need, why you need it, and how to get it. Keyed to each topic, chapter by chapter, is a full list of specific questions that should be asked during due diligence proceedings to be studied beforehand and carried with you as a valuable on-the-spot reference. A unique, practical resource for professionals and a hands-on text for students in business schools and upper division undergraduate courses in mergers and acquisitions. Chapters 1 and 2 discuss how to plan, organize, and conduct due diligence. In Chapter 3, Bing shows how to construct a list of the information and documents you will need. Chapter 4, by M&A attorneys James W. Ryan and Robert C. Beasley, deals with the legal aspects, responsibilities, and perils of performing or failing to perform due diligence. From there the book focuses on specific areas of due diligence inquiry--including management, marketing, human resource and other important functions--and helps you develop your own tailor-made investigation best suited to the company you are studying. The book concludes with a unique checklist of all the questions explained earlier--a manual you can study beforehand and then carry with you into meetings "on site."
Customer Reviews:
Very comprehensive.......2000-10-25
The book uncovers a huge amount of detailed questions, nedded to perform a solid due dilligence. Very good for inspiration before investigating.
An excellent guide to truly understanding the numbers.......1998-11-07
As someone who works in investment banking, I can say this book is applicable to much more than just due diligence. It can help an analyst through most financial analysis situations(assuming the user knows the basics of how to use and analyze financial statements). What's best about the book is that it goes beyond the theory and academic stuff and gets down to real "how-to's" and "why's". He goes through every account that would appear on the three major financial statements and explains what to look for in them, how to find the answer if it's not readily apparent, what questions to ask and why the questions are important. He also thoroughly examines off-balance sheet, off-income statement and qualitative items that are essential to analysis. Beware, there are no numbers or examples to work through in this book. This book is quite literally one man's experience and intuition put into written form. If you understand that financial analysis is not as cut-and-dry as looking at well-prepared, fully forthcoming financial statements with all the info you need already given, then this book is just what you are looking for. It helps you get the right numbers to which you can apply meaningful financial analysis.
Book Description
The Groundwork of Company Valuation for First-time Buyers and Sellers
A Basic Guide for Valuing a Company has helped thousands of first-time buyers and sellers realize a fair, substantiated value for small businesses. Now in its Second Edition, this book covers common valuation techniques and myths, tips for determining tangible and intangible values, sample balance sheets and income statements, and approaches to valuing start-up technology and dot-com businesses.
This nuts-and-bolts guide addresses publicly traded and privately held firms, including traditional brick-and-mortar companies and the intellectual property industry. With a clear, concise writing style, the author walks readers through common practices for valuing, from collecting data to arriving at a saleable figure for all types of businesses, including professional practice, manufacturing, wholesale distributors, and a variety of retail operations. This new edition features perspectives on nontraditional valuation practices, guidance for using an excess earnings method, and an abundance of case studies from actual companies.
In order to make the most profitable decisions, before putting a business on the market or making an offer to acquire one, every beginning business purchaser and seller should read A Basic Guide for Valuing a Company, Second Edition.
Customer Reviews:
good conceptual overview.......2001-01-01
Good overview of valuation concepts, but if you want to sit down and actually come up with a number, try "Unlocking the Value of Your Business".
Great resource for novices.......2000-05-11
Will Yegge has the unique ability of being able to present a difficult subject in a logical, intelligent, concise and interesting manner.
Even though I have no background whatsoever in accounting, I was able to follow the information in this book and use it as my primary guide in valuing a company that I was interested in purchasing. It is a great resource for novices.
....unnecessarily and excruciatingly verbose!.......1999-11-27
Although his work on valuation techniques is straightforward in later chapters, the 1st several chapters do not do an adequate job of explaining the psychology of business valuation, buying or selling or the 'intangible' of business value. Words such as 'steeds' and 'pestilence' belong in literature, not reference manuals. Are Cliff Notes available to decipher just what these chapters are trying to communicate? I am trying to buy a business;lots of hard work lay ahead. Why must this book start off so unclear?
Professional approach with simple expaniations, easy to use.......1999-07-25
In preparation to sell my business for appx $10MM I sought many references on how to make a professional presentation and and use methodology that would be reasonable and logical to lead to a sale. Wilbur has doen a great job with this and his other book, How To Sell A business. I recommend that anyone read there two before putting a package together. I have had many favorable comments from both principals and brokers concerning the structure of the presentation I was able do make using Wilbur's help.
Excellent on both the "art" and "science" of valuation........1998-12-10
Just what I needed as a small business owner who needed a basic understanding of both the art and the science of valuing my company. Heavier read than it looks, since I didn't needed to know everything about non-related businesses. I did need to know how what factors must be considered and how complex some deals could be. Yegge speaks from experience and that is obvious, helpful and most comforting.
Book Description
Are you in the market for a new or bigger business? Do you have the resources and skills necessary to acquire and operate a middle-market business-with between 2 million and 50 million in sales?
Russell Robb's Buying Your Own Business is an essential reference for anyone who wants to buy, or is in the process of buying, a new business. Robb shows you how to identify business opportunities, plan your acquisition strategy, place a value on a target business, negotiate a fair arrangement, and close the deal. He also covers assembling an acquisition team, raising the necessary cash, analyzing the target business's financial condition, due diligence, letters of intent, legal and tax concerns, contracts, and more.
With over ten years of experience in handling the purchase and sale of businesses, Russell Robb is an expert on successful acquisitions. His Buying Your Own Business gives you the advice and information you need to start turning business opportunities into realities.
Customer Reviews:
Book review.......2006-03-03
It is worth the money to get this one and read before you start the buying process. However, it does not cover much great details on small business less than $4M.
Good, but outdated.......2005-01-30
As a would be buyer i bought this book. Good, but unfortunately in desparate need of an update. Much has moved on including the internet as a medium for business sales, the size of businesses adopting his strategy, & the role of business brokers acting on the "buy side".
There arent many more recent books however, & this book is a very useful introduction if you are in the market for a larger sized business.
Not an end-all reference book.......2005-01-27
I bought 2 books on this subject and may have returned the other book had I read this one first. It does not inspire much confidence for the first time, small-fry businesss buyer. The biggest disappointment is that the book claims to cater to businesses between 2 and 50 million dollars in annual sales. In reality, most examples (of the few provided) are at the top end of that scale which is out of my range. The book also spends an inordinate amount of time discussing the benefits of using business intermediaries. Why? I'll give you one guess what the author does for a living when he is not writing books. The best thing that I took from the book were the questions to ask and the financials to analyze during negotiations that I would not have thought of on my own. This information is quite helpful but it is spread across 300 pages of text and there is no summary list of these key points at the end as there are in other texts. If you buy this book it should be with the understanding that it will not be the only book you will need.
Superficial.......2001-12-08
I found the contents of this book to be very generic and almost superficial. The comments were at times so generic, they were meaningless. If you are a 7th grader "dreaming" of buying a business some day, maybe this book is good enough. If you are serious about buying a business, and want concrete advice, examples and guidance, than look elsewhere. I found BUYOUT, by Rick Rikertsen much more informative; while it dealt with somewhat larger business transactions than most would be involved in, the advice and examples apply to buying any size business. Spend the little extra and get BUYOUT.
A Great Intro!.......1999-08-29
I work as a business intermediary assisting clients in both selling and buying their business. I always recommend that first-time business buyers purchase and read this book.
Book Description
Beginning with a look at the most successful mergers and acquisitions in the '90s, Marren covers the new marketplace for M&A activity and gives readers new approaches to target valuation. Mergers & Acquisitions is full of valuable: Worksheets; Checklists; Case histories.
Customer Reviews:
good but.......2001-01-01
Good book on deal structure, but if you want a valuation number, check out "Unlocking the Value of Your Business".
Totally outstanding.......2000-05-23
A must read not only for beginners but also for practicioners. This book provides something different than other M&A / valuation books that I've read. It explains various techniques and structures of M&A transactions in a way that has never been explained in other books. The basic definitions are there to explain the most basic things, but the author gives examples to show the application of a real life situation. Note that although the book provides modeling examples, it doesn't go through them line by line. So for those of you who try to get to know how to create a spreadsheet model, this is not the book, but if you want to know, say, the implication of a structure to a tax basis of the merging entities, this is the one to have.
very helpful.......2000-05-21
This book doesn't pretend to be a dictionary, as most text books do. It is highly focused on M$A on the valuation side and the book is well organized and easy to follow. The book does not (and should not) include everything about M&A, but everything included in the book is well describled and supported by examples. Unless some technical text books, this one is actually written by English (maybe it's because the author is not a PhD) and that makes the book very readable.
Most comprehensive book on M&A.......1999-02-22
One of the best book ever read on mergers and aquisition. It gives you complete detail on not only the valuation of deals but also the minute tax details and complex methodologies. Every concept is supported with an example, which makes understanding of the concept very simple.
Fantastic overview of M&A with many real-world examples.......1998-03-25
This book is a great way to learn about the nitty-gritty of mergers & acquisitions. It offers a variety of methods to examine M&A projects and it uses real-life examples. As opposed to many other texts, it is also very readable. It is one of the few accessible M&A books for neophytes.
Book Description
Successfully Source, Negotiate, and Close Any Merger, Acquisition, or Joint Venture
Making M&A Deals Happen provides a practical businessperson's approach to making M&A deals that withstand the test of time. The book presents complete guidance on how to source, negotiate, and close mergers, acquisitions, and joint ventures, discussing each stage of the deal process and highlighting the critical elements, risks, and opportunities of each.
Bob Stefanowski, who has overseen more than $8.7 billion in M&A deals, equips readers with expert information on the M&A environment… developing a company strategy on M&A…financial modeling and final valuation…bidding strategies…structuring the deal…legal and regulatory issues…and much more.
Filled with easy-to-use tools, techniques, and resources, Making M&A Deals Happen features:
- Proven M&A strategies and tactics that increase value for the company
- In-depth case studies of Tyco, Conseco, and Time Warner, showing where firms have gone wrong_and how to avoid similar pitfalls
- Detailed negotiation do's and don'ts and troubleshooting techniques
- A wealth of tables, charts, and examples that illustrate key methods
- Sample due diligence audit programs and information requests
Based on a renowned course the author teaches at UPENN - Wharton Making M&A Deals Happen now offers a winning blueprint to all professionals actually involved in the M&A process_ whether in the planning, due diligence, or integration phases.
Customer Reviews:
This book should be called "How M&A deals Happen" .......2007-03-07
Buy this book if you have no understanding of the M&A process and want a basic idea of what happens from the perspective of a buyer or seller (not an investment bank). Don't buy this if:
a) You have some basic familiarity with the process (offering memo, first round bids, letter of intent, due dilligence etc)
b) You want case studies or specific examples of the situations or principles discussed - Stefanowski uses very few and they are generally not very interesting. They are more for starting points for discussion than anything else.
If you are entirely new to M&A the book could be quite helpful. It does a good job summarizing the typical deal process and helps the reader think through a number of basic issues - due dilligence, regulatory issues, integration, negotiation on price vs. deal terms etc. However, because he has to introduce the reader to so many areas in a relatively short book, each one only gets about 10-15 pages.
Unfortunately for those of us not new to M&A there is little content that discusses positioning M&A deals internally at the buying firm or actually going through the internal sales process with executives etc. I was hoping for some real examples of how managers below the Senior VP level have found deals and worked through the deal process with both the target firm and internal executives to persuade both sides to make the deal happen.
Book Description
This user-friendly manual includes updated forms, checklist, tables, examples and anecdotes that enable entrepreneurs to get professional valuation results.
Customer Reviews:
Excellent!!.......2007-04-23
After ten years as a bank underwiriter for small businesses, I am very impressed at how this book distills a great deal of information down and puts it all in one place. If you are planning on buying or selling a business, are a beginning or experienced entrepreneur, or are just interested in what makes a business valuable or not, this surprising book is for you.
Invaluable Handbook for Entrepreneurs.......2002-10-15
A "blue collar" book for gaining a negotiating advantage. From reading financials to closing strategies . . . this twenty dollar book saved me thousands. If your buying a business . . . or selling one . . . you'd be a fool not to invest in this one.
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Term Sheets & Valuations - A Line by Line Look at the Intricacies of Venture Capital Term Sheets & Valuations (Bigwig Briefs)
Deal Terms - The Finer Points of Venture Capital Deal Structures, Valuations, Term Sheets, Stock Options and Getting VC Deals Done (Inside the Minds)
Compensation Structures for Venture Capital Backed Companies: How to Structure Compensation, Stock Options, Retirement, Debt & Bonus Plans for Management and Employees
Venture Capital Due Diligence: A Guide to Making Smart Investment Choices and Increasing Your Portfolio Returns
