Applied Mergers and Acquisitions Workbook

by Bruner, Robert F.

• ISBN13: 9780471395850
• ISBN10: 0471395854
• Edition: 1st
• Format: Paperback
• Copyright: 2004-03-25
• Publisher: Wiley

Summary

The Applied Mergers and Acquisitions Workbook provides a useful self-training study guide for readers of Applied Mergers and Acquisitions who want to review the drivers of M&A success and failure. Useful review questions as well as problems and answers are provided for both professionals and students. Readers will further their knowledge, build practical intuition, and learn the art and science of M&A by using this comprehensive self-study workbook in conjunction with the main text.

Author Biography

ROBERT F. BRUNER is the Distinguished Professor of Business Administration at the Darden School of the University of Virginia and Executive Director of the Batten Institute. He directs the Darden School’s executive education course on mergers and acquisitions, and teaches the popular MBA elective on that topic. He is the author of over 250 case studies and a casebook, Case Studies in Finance: Managing for Corporate Value Creation, which has been adopted for use at over 200 schools. Bruner’s articles have been published in the Journal of Financial Economics, the Journal of Accounting and Economics, the Journal of Financial and Quantitative Analysis, the Journal of Money, Credit, and Banking, and Financial Management. He has served as a consultant to over twenty corporations as well as to the U.S. Government, and prior to his academic career, worked as a commercial banker and venture capitalist. Bruner holds a BA from Yale University, and an MBA and DBA from Harvard University.

Table of Contents

Introduction to the Workbook	xvii
PART ONE Questions	1	(208)
CHAPTER 1 Introduction and Executive Summary	3	(4)
CHAPTER 2 Ethics in M&A	7	(4)
CHAPTER 3 Does M&A Pay?	11	(4)
CHAPTER 4 M&A Activity	15	(6)
CHAPTER 5 Cross-Border M&A	21	(9)
CHAPTER 6 Strategy and the Uses of M&A to Grow or Restructure the Firm	30	(8)
CHAPTER 7 Acquisition Search and Deal Origination: Some Guiding Principles	38	(4)
CHAPTER 8 Due Diligence	42	(7)
CHAPTER 9 Valuing Firms	49	(7)
CHAPTER 10 Valuing Options	56	(4)
CHAPTER 11 Valuing Synergies	60	(8)
CHAPTER 12 Valuing the Firm across Borders	68	(4)
CHAPTER 13 Valuing the Highly Levered Firm, Assessing the Highly Levered Transaction	72	(7)
CHAPTER 14 Real Options and Their Impact on M&A	79	(5)
CHAPTER 15 Valuing Liquidity and Control	84	(5)
CHAPTER 16 Financial Accounting for Mergers and Acquisitions	89	(7)
CHAPTER 17 Momentum Acquisition Strategies: An Illustration of Why Value Creation Is the Best Financial Criterion	96	(3)
CHAPTER 18 An Introduction to Deal Design in M&A	99	(5)
CHAPTER 19 Choosing the Form of Acquisitive Reorganization	104	(5)
CHAPTER 20 Choosing the Form of Payment and Financing	109	(5)
CHAPTER 21 Framework for Structuring the Terms of Exchange: Finding the "Win-Win" Deal	114	(4)
CHAPTER 22 Structuring and Valuing Contingent Payments in M&A	118	(4)
CHAPTER 23 Risk Management in M&A	122	(6)
CHAPTER 24 Social Issues	128	(4)
CHAPTER 25 How a Negotiated Deal Takes Shape	132	(4)
CHAPTER 28 Governance in M&A: The Board of Directors and Shareholder Voting	136	(3)
CHAPTER 27 Rules of the Road: Securities Law, Issuance Process, Disclosure, and Insider Trading	139	(3)
CHAPTER 28 Rules of the Road: Antitrust Law	142	(4)
CHAPTER 29 Documenting the M&A Deal	146	(25)
CHAPTER 30 Negotiating the Deal	171	(3)
CHAPTER 31 Auctions in M&A	174	(3)
CHAPTER 32 Hostile Takeovers: Preparing a Bid in Light of Competition and Arbitrage	177	(3)
CHAPTER 33 Takeover Attack and Defense	180	(3)
CHAPTER 34 The Leveraged Restructuring as a Takeover Defense: The Case of American Standard	183	(4)
CHAPTER 35 Communicating the Deal: Gaining Mandates, Approval, and Support	187	(10)
CHAPTER 36 Framework for Postmerger Integration	197	(6)
CHAPTER 37 Corporate Development as a Strategic Capability: The Approach of GE Power Systems	203	(5)
CHAPTER 38 M&A "Best Practices": Some Lessons and Next Steps	208	(1)
PART TWO Answers	209
CHAPTER 1 Introduction and Executive Summary	211	(1)
CHAPTER 2 Ethics in M&A	212	(3)
CHAPTER 3 Does M&A Pay?	215	(3)
CHAPTER 4 M&A Activity	218	(2)
CHAPTER 5 Cross-Border M&A	220	(4)
CHAPTER 6 Strategy and the Uses of M&A to Grow or Restructure the Firm	224	(7)
CHAPTER 7 Acquisition Search and Deal Origination: Some Guiding Principles	231	(12)
CHAPTER 8 Due Diligence	243	(2)
CHAPTER 9 Valuing Firms	245	(4)
CHAPTER 10 Valuing Options	249	(7)
CHAPTER 11 Valuing Synergies	256	(4)
CHAPTER 12 Valuing the Firm across Borders	260	(5)
CHAPTER 13 Valuing the Highly Levered Firm, Assessing the Highly Levered Transaction	265	(4)
CHAPTER 14 Real Options and Their Impact on M&A	269	(7)
CHAPTER 15 Valuing Liquidity and Control	276	(7)
CHAPTER 16 Financial Accounting for Mergers and Acquisitions	283	(4)
CHAPTER 17 Momentum Acquisition Strategies: An Illustration of Why Value Creation Is the Best Financial Criterion	287	(4)
CHAPTER 18 An Introduction to Deal Design in M&A	291	(2)
CHAPTER 19 Choosing the Form of Acquisitive Reorganization	293	(3)
CHAPTER 20 Choosing the Form of Payment and Financing	296	(4)
CHAPTER 21 Framework for Structuring the Terms of Exchange: Finding the "Win-Win" Deal	300	(7)
CHAPTER 22 Structuring and Valuing Contingent Payments in M&A	307	(7)
CHAPTER 23 Risk Management in M&A	314	(9)
CHAPTER 24 Social Issues	323	(2)
CHAPTER 25 How a Negotiated Deal Takes Shape	325	(1)
CHAPTER 26 Governance in M&A: The Board of Directors and Shareholder Voting	326	(1)
CHAPTER 27 Rules of the Road: Securities Law, Issuance Process, Disclosure, and Insider Trading	327	(1)
CHAPTER 28 Rules of the Road: Antitrust Law	328	(3)
CHAPTER 29 Documenting the M&A Deal	331	(7)
CHAPTER 30 Negotiating the Deal	338	(1)
CHAPTER 31 Auctions in M&A	339	(2)
CHAPTER 32 Hostile Takeovers: Preparing a Bid in Light of Competition and Arbitrage	341	(3)
CHAPTER 33 Takeover Attack and Defense	344	(3)
CHAPTER 34 The Leveraged Restructuring as a Takeover Defense: The Case of American Standard	347	(3)
CHAPTER 35 Communicating the Deal: Gaining Mandates, Approval, and Support	350	(6)
CHAPTER 36 Framework for Postmerger Integration	356	(3)
CHAPTER 37 Corporate Development as a Strategic Capability: The Approach of GE Power Systems	359	(3)
CHAPTER 38 M&A "Best Practices": Some Lessons and Next Steps	362