Gods at War : Shotgun Takeovers, Government by Deal, and the Private Equity Implosion

by Steven M. Davidoff

• ISBN13: 9780470543306
• ISBN10: 0470543302
• Format: eBook
• Copyright: 2009-09-01
• Publisher: Wiley

Summary

An engaging exploration of modern-day deals and deal-makingGods at War details the recent deals and events that have forever changed the world of billion-dollar deal-making. This book is a whirlwind tour of the players determining the destiny of corporate America, including the government, private equity, strategic buyers, hedge funds, and sovereign wealth funds. It not only examines many of the game-changing takeover events that have occurred in the past years, but also puts them into context and exposes what is really going on behind the scenes on Wall Street. Gods at War completely covers the strategic issues that guide the modern-day deal, and since they unfold under the shadow of the law, it also focuses on the legal aspects of deal-making and takeovers. Each chapter unfolds through the lens of a recent transaction, from the battle between Yahoo! and Microsoft to the United Rental/Cerberus dispute Provides in-depth explanations and analysis of the events and actors that have shaped this fast-moving field Examines the federal government's regulation by deal approach to saving the financial system and explains the government's biggest "deals", including its bail-outs of AIG, Bank of America, Bear Stearns, and CitigroupFilled with in-depth insights that will enhance your understanding of this field, Gods at War offers an engaging look at deals and deal-makers in the context of recent historical events. It's a book for those who want to understand deals, takeovers, and the people and institutions who shape our world.

Table of Contents

Preface

Prologue

The Modern Deal

The Import of Personality

The Evolution of the Takeover

The Takeover Revolution

KKR, SunGard and the Private Equity Phenomenon

KKR and the Origins of Private Equity

SunGard and the Transformation of Private Equity

Private Equity in the Sixth Wave

Accredited Home Lenders and the Attack of the MAC

The Fall of Accredited Home Lenders

Material Adverse Change Clauses

The MAC Wars of 2007

The MAC Clause in Flux

The Future of the MAC

United Rentals, Cerberus, and the Private Equity Implosion

The Cerberus/United Rentals Dispute

The Implosion of Private Equity

Fault and the Failure of Private Equity

The Future of Private Equity

Dubai Ports, Merrill Lynch, and the Sovereign Wealth Fund Problem

The Financial Wave of Sovereign Fund Investment

The Sovereign Wealth Fund Problem

CFIUS and Foreign Investment

Bear Stearns and The Moral Hazard Principle

Saving Bear Stearns

What was JPMorgan's Dilemma?

The Fight for Bear Stearns

Lessons Learned from Bear's Fall

Jana Partners, Children's Investment Fund, and Hedge Fund Activist Investing

A Brief Overview of the "Agency Problem"

The Rise of Hedge Fund Activism

The 2008 Proxy Season

Microsoft, Inbev, and the Return of the Hostile Takeover

Microsoft/Yahoo

Inbev/Anheuser-Busch

The Elements of a Successful Hostile Takeover

Delaware and Hostile Takeovers

The Future of Hostile Takeovers

Mars, Pfizer and The Changing Face of Strategic Deals

The Changing Structure of Strategic Transactions

The Phenomenon of the Distressed Deal

Do Takeovers Pay?

Delaware Law and Strategic Transactions

The Future of Strategic Transactions

AIG, Citigroup, Fannie Mae, Freddie Mac, Lehman, and Government by Deal

The Nationalization of Fannie Mae and Freddie Mac

The Week the Investment Bank Died

TARP, Citigroup, Bank of America and Beyond?

Assessing Government by Deal

Restructuring Takeovers

Federal Takeover Law

Delaware Takeover Law

Deal-Making

Deal-Making in a Crisis Age

Notes

About the Author

Acknowledgements

Index

Table of Contents provided by Publisher. All Rights Reserved.