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Book Mergers  Acquisitions  and Other Changes of Corporate Control

Download or read book Mergers Acquisitions and Other Changes of Corporate Control written by Christopher C. Nicholls and published by . This book was released on 2012 with total page 374 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book offers a succinct and insightful discussion of the laws governing mergers and acquisitions transactions conducted in Canada. It draws on a collection of loosely related legal principles and rules in corporate law and securities law as well as in tax, competition, and a handful of other areas. Professor Nicholls, one of Canada's leading scholars in corporate law, provides a clear guide to this complex pastiche of legislation, regulation, administrative and judicial decision-making, and standard practices which have developed over time from both domestic and international precedents. This second edition discusses the implications of a host of legal and regulatory developments since 2007, including Multilateral Instrument 62-104 and the parallel Ontario securities law developments, groundbreaking court decisions including the Supreme Court of Canada's judgment in BCE Inc. v. 1976 Debentureholders, the British Columbia Court of Appeal's decision in Icahn Partners LP v. Lions Gate Entertainmentand major Delaware opinions such as Air Products and Chemicals, Inc. v. Airgas, Inc.and Lyondell Chemical Company v. Ryan, as well as many securities commission decisions including Re Neo Materials Technologies, Re Baffinland Iron Mining Corp., Canadian Hydro Developers, Re Pulse Data Inc., Re VenGrowth Funds, and Re Patheon Inc.

Book Mergers and the Market for Corporate Control

Download or read book Mergers and the Market for Corporate Control written by Fred S. McChesney and published by Edward Elgar Publishing. This book was released on 2011 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: This volume provides an essential overview of one of the most important developments in economics, finance and law of the past generation: the growing realization of how the market for corporate control functions and why its operation is of crucial importance. Presenting seventeen seminal contributions, the book illustrates the importance of corporate control changes - mergers, acquisitions and other takeovers - in helping to align the interests of corporate shareholders and their managers. The mechanics of various takeover techniques (poison pills, greenmail and other gambits) are also explored alongside empirical research concerning the functioning of the market for corporate control.

Book Mergers  Acquisitions and Other Changes of Corporate Control  3 e

Download or read book Mergers Acquisitions and Other Changes of Corporate Control 3 e written by Christopher C. Nicholls and published by Irwin Law. This book was released on 2020-05-11 with total page 464 pages. Available in PDF, EPUB and Kindle. Book excerpt: In this book Professor Nicholls, one of Canada's leading scholars in corporate and securities law, offers a succinct and insightful discussion of the principal laws governing mergers and acquisitions transactions conducted in Canada. This third edition discusses the implications of a host of recent legal and regulatory developments.

Book Mergers  Acquisitions  and Other Restructuring Activities

Download or read book Mergers Acquisitions and Other Restructuring Activities written by Donald DePamphilis and published by Academic Press. This book was released on 2011-08-22 with total page 784 pages. Available in PDF, EPUB and Kindle. Book excerpt: Two strengths distinguish this textbook from others. One is its presentation of subjects in the contexts wherein they occur. The other is its use of current events. Other improvements have shortened and simplified chapters, increased the numbers and types of pedagogical supplements, and expanded the international appeal of examples.

Book Mergers  Acquisitions  and Corporate Restructurings

Download or read book Mergers Acquisitions and Corporate Restructurings written by Patrick A. Gaughan and published by John Wiley & Sons. This book was released on 2017-11-27 with total page 676 pages. Available in PDF, EPUB and Kindle. Book excerpt: The essential M&A primer, updated with the latest research and statistics Mergers, Acquisitions, and Corporate Restructurings provides a comprehensive look at the field's growth and development, and places M&As in realistic context amidst changing trends, legislation, and global perspectives. All-inclusive coverage merges expert discussion with extensive graphs, research, and case studies to show how M&As can be used successfully, how each form works, and how they are governed by the laws of major countries. Strategies and motives are carefully analyzed alongside legalities each step of the way, and specific techniques are dissected to provide deep insight into real-world operations. This new seventh edition has been revised to improve clarity and approachability, and features the latest research and data to provide the most accurate assessment of the current M&A landscape. Ancillary materials include PowerPoint slides, a sample syllabus, and a test bank to facilitate training and streamline comprehension. As the global economy slows, merger and acquisition activity is expected to increase. This book provides an M&A primer for business executives and financial managers seeking a deeper understanding of how corporate restructuring can work for their companies. Understand the many forms of M&As, and the laws that govern them Learn the offensive and defensive techniques used during hostile acquisitions Delve into the strategies and motives that inspire M&As Access the latest data, research, and case studies on private equity, ethics, corporate governance, and more From large megadeals to various forms of downsizing, a full range of restructuring practices are currently being used to revitalize and supercharge companies around the world. Mergers, Acquisitions, and Corporate Restructurings is an essential resource for executives needing to quickly get up to date to plan their own company's next moves.

Book Mergers  Acquisitions  and Other Restructuring Activities

Download or read book Mergers Acquisitions and Other Restructuring Activities written by Donald DePamphilis and published by Academic Press. This book was released on 2011-09-30 with total page 784 pages. Available in PDF, EPUB and Kindle. Book excerpt: Two strengths distinguish this textbook from others. One is its presentation of subjects in the contexts where they occur. Students see different perspectives on subjects and learn how complex and dynamic the mergers and acquisitions environment is. The other is its use of current events. Of its 72 case studies, 3/4 are new or have been updated. The implications of Dodd-Frank and US Supreme Court rulings affecting the Sarbanes-Oxley Act, among other regulatory changes, are developed to enhance teaching and learning experiences. Other improvements to the 6th edition have shortened and simplified chapters, increased the numbers and types of pedagogical supplements, and expanded the international appeal of examples. With a renewed focus on empirical and quantitative examples, the 6th edition continues to demonstrate how people work together on mergers and acquisitions and why the actions of specific individuals have far-reaching implications. Presents an integrated approach to the activities involved in mergers, acquisitions, business alliances, and corporate restructurings. All chapters have been revised, updated, and contain new content, and 14 include more extensive changes. Structural revisions make chapters more streamlined, shorter, and less complex. Case studies cover a dozen industries, and 75% are new or have been updated. All include discussion questions and answers.

Book Mergers  Acquisitions  and Other Restructuring Activities

Download or read book Mergers Acquisitions and Other Restructuring Activities written by Donald DePamphilis and published by Academic Press. This book was released on 2015-07-28 with total page 783 pages. Available in PDF, EPUB and Kindle. Book excerpt: Mergers, Acquisitions, and Other Restructuring Activities is unique in that it is the most current, comprehensive, and cutting-edge text on M&A and corporate restructuring available. It is current in that it includes many of the most up-to-date and notable deals (e.g., Facebook’s takeover of WhatsApp, the Dell privatization, and Verizon’s mega buyout of Vodafone’s share of Verizon Wireless), precedent setting judicial decisions (e.g., efforts to overturn defenses at Airgas and Sotheby’s), new regulations (e.g., expediting backend mergers), trends (e.g., increasing role of activist investors in takeovers), and new tactics (e.g., two-tiered poison pill) employed in M&As. Most integrative case studies are new for this edition and involve transactions that have been announced or completed since 2013. It is comprehensive in that nearly all aspects of M&As and corporate restructuring are explored. It is cutting edge in that conclusions and insights are anchored by the most recent academic research, with references to more than 200 empirical studies published in leading peer-reviewed journals just since 2012. And the substantially updated content is illustrated with numerous practical exhibits, case studies involving diverse transactions, easy-to-understand numerical examples, and hundreds of discussion questions and practice exercises. The highlights of the new edition are listed here: · New Chapters: Two new chapters: Chapter 9 and 14. Chapter 9 discusses the basics of applying financial modeling methods to firm valuation and assists the reader in understanding the power (and limitations) of models in analyzing real world situation. Chapter 14 illustrates how complex financial models often are used to support the deal structuring process during M&A negotiations. · New Cases: Ninety percent of the nearly forty case studies are new and involve transactions announced or completed during the last three years. These cases represent friendly, hostile, highly leveraged, and cross-border deals in ten different industries, involving public and private firms as well as firms experiencing financial distress. All end of chapter case studies begin with a "Key Objectives" section indicating what the student should learn from the case study and include discussion questions and solutions available in the online instructors’ manual. · Latest Research: This edition focuses on the most recent and relevant academic studies, some of which contain surprising insights changing the way we view this subject matter. Recent research has significant implications for academicians, students, M&A practitioners, and government policy makers shedding new light on current developments and trends in the ever-changing mergers and acquisitions market. The market for corporate control and corporate restructuring strategies are constantly changing, reflecting the ongoing globalization of both product and capital markets, accelerating technological change, escalating industry consolidation, changing regulatory practices, and intensifying cross-border competition. While continuing to be relevant, empirical research covering the dynamics of the M&A markets of the 1970s, 1980s, and 1990s may be less germane in explaining current undercurrents and future trends.

Book Corporate Acquisitions and Mergers in the United States

Download or read book Corporate Acquisitions and Mergers in the United States written by Vijay Sekhon and published by Kluwer Law International B.V.. This book was released on 2022-05-20 with total page 294 pages. Available in PDF, EPUB and Kindle. Book excerpt: Derived from Kluwer’s multi-volume Corporate Acquisitions and Mergers, the largest and most detailed database of M&A know-how available anywhere in the world, this work by a highly experienced team from the leading international law firm Sidley Austin LLP Contributors provides a concise, practical analysis of current law and practice relating to mergers and acquisitions of public and private companies in Slovak Republic. The book offers a clear explanation of each step in the acquisition process from the perspectives of both the purchaser and the seller. Key areas covered include: structuring the transaction; due diligence; contractual protection; consideration; and the impact of applicable company, competition, tax, intellectual property, environmental and data protection law on the acquisition process. Corporate Acquisitions and Mergers is an invaluable guide for both legal practitioners and business executives seeking a comprehensive yet practical analysis of mergers and acquisitions in the United States. Equivalent analyses of M&A law and practice in some 50 other jurisdictions, all contributed by leading law firms, are accessible on-line at www.kluwerlawonline.com under Corporate Acquisitions and Mergers.

Book Takeover Defense

    Book Details:
  • Author : Fleisher
  • Publisher : Aspen Publishers
  • Release : 2009-12-01
  • ISBN : 9780735594142
  • Pages : 2908 pages

Download or read book Takeover Defense written by Fleisher and published by Aspen Publishers. This book was released on 2009-12-01 with total page 2908 pages. Available in PDF, EPUB and Kindle. Book excerpt: Takeover Defense, Mergers and Acquisitions is the must-have resource for attorneys representing any target--or potential target--of takeover activities. This one-of-a-kind reference provides: In-depth analysis of all significant laws, rules, cases, issues and tactics State-of-the-art practical guidance, including valuable forms and exhibits A truly unique focus on the concerns of public companies facing challenges by activists, hostile bids, or those planning strategic mergers and acquisitions Expanded full treatment of merger and sale transactions Takeover Defense, Mergers and Acquisitions, the re-titled Seventh Edition of Takeover Defense is the only treatise on corporate acquisitions written specifically from the viewpoint of the target corporation. And the new change of title reflects the expanded full treatment of merger and sale transactions --whether or not triggered by a hostile takeover bid. Providing authoritative guidance on every aspect of planning for an M&A transaction, or defending against, and seeking alternatives to a hostile takeover, this resource stands out as the most comprehensive and up-to-date guide currently available. If you don't have the answers to these crucial questions--you might have trouble: In the brave new world of government bail-outs, what are the rules for executive compensation and how should boards react? What is the new paradigm for acquisition agreements to address financing difficulties? How are reverse breakup fees, damage parameters and financing outs used and drafted? How has an SEC rule change caused a resurgence of tender offers? What is new in tender offer rules and tactics, including the use of top-up options? How should management and boards deal with the proxy advisory firms and institutional investors? How have shark repellents been attacked and dismantled by activists? What are the consequences and what are the board's options? Can the board resort to self-help in adopting by-law changes without a shareholder vote? What type of advance notice by-law should the company have? Proxy contests, both traditional and "short-slate" campaigns, have become much more frequent--how should boards prepare and respond? What is the effect of having a "majority voting" standard and how should it be defined? What will be the effect of proxy access and elimination of broker discretionary voting? What are the current rules defining the fiduciary duties of directors in considering unsolicited bids or strategic mergers and what courses of action are available to the board? What are the permissible techniques for selling a company? When do "go-shops" make sense? Can a buyer "lock-up" a deal with a control shareholder? How do antitrust considerations affect the board's options and strategy? What is the state of the art in poison pills? What is the utility and appropriateness of adopting an NOL (net-operating loss) poison pill?

Book Mergers and Acquisitions and Joint Ventures

Download or read book Mergers and Acquisitions and Joint Ventures written by Barry E. Hawk and published by Juris Publishing, Inc.. This book was released on 2004 with total page 28 pages. Available in PDF, EPUB and Kindle. Book excerpt: "This volume includes selected chapters from the annual proceedings of the Fordham Corporate Law Institute. The general subject is the antitrust or competition law analysis of mergers, acquisitions and joint ventures which is a subject of increasing importance. In the last ten years there have been radical changes around the globe in the application of antitrust laws to mergers, acquisitions and joint ventures, including both domestic transactions and transborder transactions. For example, there has been a rabbiting proliferation of merger control systems which require premerger notification and entail global or world bars on closing. Today over 70 jurisdictions have merger control systems. Although differences continue to exist in the substantive tests and analyses, there is a gowing convergence with jurisdictions looking to prior and contemporaneous decisions and analyses in other jurisdictions, notably in the European Community and the United States. Thus most of the chapters focus on the antitrust treatment of merger and acquisitions under the EC Merger regulation and the Clayton Act.

Book The Management of Corporate Acquisitions

Download or read book The Management of Corporate Acquisitions written by Alessandro Sinatra and published by Springer. This book was released on 2016-07-27 with total page 544 pages. Available in PDF, EPUB and Kindle. Book excerpt: Finally! A comprehensive volume on the management of corporate acquisitions that summarizes contemporary research, and that moves what we know about acquisition management a step further. The book encompasses innovative works from several countries, related to a variety of issues; managerial motives, the role of acquisitions in competitive strategy, as well as organizational and political processes. Unlike several other works on acquisitions, this book emphasizes the most critical issue faced by managers today; how to manage successfully already acquired companies and operations. Both researchers, managers and students of strategy and organization will find this book an important supplement.

Book Political Power and Corporate Control

Download or read book Political Power and Corporate Control written by Peter A. Gourevitch and published by Princeton University Press. This book was released on 2010-06-20 with total page 365 pages. Available in PDF, EPUB and Kindle. Book excerpt: Why does corporate governance--front page news with the collapse of Enron, WorldCom, and Parmalat--vary so dramatically around the world? This book explains how politics shapes corporate governance--how managers, shareholders, and workers jockey for advantage in setting the rules by which companies are run, and for whom they are run. It combines a clear theoretical model on this political interaction, with statistical evidence from thirty-nine countries of Europe, Asia, Africa, and North and South America and detailed narratives of country cases. This book differs sharply from most treatments by explaining differences in minority shareholder protections and ownership concentration among countries in terms of the interaction of economic preferences and political institutions. It explores in particular the crucial role of pension plans and financial intermediaries in shaping political preferences for different rules of corporate governance. The countries examined sort into two distinct groups: diffuse shareholding by external investors who pick a board that monitors the managers, and concentrated blockholding by insiders who monitor managers directly. Examining the political coalitions that form among or across management, owners, and workers, the authors find that certain coalitions encourage policies that promote diffuse shareholding, while other coalitions yield blockholding-oriented policies. Political institutions influence the probability of one coalition defeating another.

Book The Market for Corporate Control  Including Takeovers

Download or read book The Market for Corporate Control Including Takeovers written by George Bittlingmayer and published by . This book was released on 2001 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt: Mergers, acquisitions and takeovers often imply dramatic changes for employees, competitors, customers and suppliers. Not surprisingly, the market for corporate control has generated controversy and is frequently regulated by law or business custom. Though transfers of control take place in many countries, explicit and public struggles for control occur most frequently in the U.S. and U.K. During most of the 20th century, critics of mergers and acquisitions in the U.S. pointed to the danger of monopoly and increased concentration. Partly in response to the emergence of new control transactions such as the hostile takeover and leveraged buyout, more recent criticism has focused on the consequences for corporate productivity, profitability and employee welfare. Subject to qualifications, the market for corporate control reallocates productive assets ? in the form of going concerns ? to the highest bidder. In cases where the bidder uses his own money or acts on behalf of the bidding firm's shareholders, the asset goes to the highest value use. In cases where managers of the bidding firm are able to serve their own interests rather than the interests of shareholders, the market for corporate control plays a paradoxical role. It simultaneously provides (1) a means by which managers may acquire companies using other people's money and (2) a means by which they may themselves be disciplined or displaced.

Book Intelligent M   A

Download or read book Intelligent M A written by Scott Moeller and published by John Wiley & Sons. This book was released on 2014-05-16 with total page 420 pages. Available in PDF, EPUB and Kindle. Book excerpt: Almost 70% of mergers fail, yet deals are essential for growing world-class companies. Therefore they must use all the tools and techniques at their disposal to improve their chances of success. Applying the techniques advocated in this book can help managers beat the odds - and employees themselves - to have an impact on whether a deal will be successful both for the company and for themselves. This book looks at the process of a merger or acquisition and pinpoints the areas where business intelligence can raise the odds of success in each phase of the deal. Using techniques developed by governmental intelligence services and a wide range of recent case studies, quotations and anecdotes, the expert authors from the renowned Cass Business School show how to build success into any M&A situation. The first edition of Intelligent M&A was written in 2006 and published in 2007. This preceded the peak year (2007) of the last merger wave, including the excesses in a number of industries and deals (e.g., financial services with RBS’ dramatically failed acquisition of ABN AMRO as a key example), and the global economic downturn that led to a completely new way of operating for many industries and companies. Therefore, there is a need to update the book to incorporate not just more relevant and up-to-date case studies of deals but to show the ‘new’ way of operating in a post-Lehman environment. Chapters will be comprehensively re-written and populated with new and relevant case studies.

Book Bank Mergers   Acquisitions

Download or read book Bank Mergers Acquisitions written by Yakov Amihud and published by Springer Science & Business Media. This book was released on 2013-04-17 with total page 249 pages. Available in PDF, EPUB and Kindle. Book excerpt: As the financial services industry becomes increasingly international, the more narrowly defined and historically protected national financial markets become less significant. Consequently, financial institutions must achieve a critical size in order to compete. Bank Mergers & Acquisitions analyses the major issues associated with the large wave of bank mergers and acquisitions in the 1990's. While the effects of these changes have been most pronounced in the commercial banking industry, they also have a profound impact on other financial institutions: insurance firms, investment banks, and institutional investors. Bank Mergers & Acquisitions is divided into three major sections: A general and theoretical background to the topic of bank mergers and acquisitions; the effect of bank mergers on efficiency and shareholders' wealth; and regulatory and legal issues associated with mergers of financial institutions. It brings together contributions from leading scholars and high-level practitioners in economics, finance and law.