Download or read book The Managerial Incentive to Use Fairness Opinions in Mergers and Acquisitions written by 周柏豪 and published by . This book was released on 2013 with total page 40 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Download or read book Fairness Opinions in Mergers and Acquisitions written by Anil K. Makhija and published by . This book was released on 2010 with total page 43 pages. Available in PDF, EPUB and Kindle. Book excerpt: Fairness opinions provided by investment banks advising on mergers and acquisitions have been criticized for being conflicted in aiding bankers further their goal of completing the deal as opposed to aiding boards (and shareholders) by providing an honest appraisal of deal value. We find empirical support for this criticism. We find that shareholders on both sides of the deal, aware of the conflict of interest facing advisors, rationally discount deals where advisors provide fairness opinions. The reputation of the advisor serves to mitigate this discount, while the contingent nature of advisory fees appears to have no impact. Furthermore, consistent with the criticism of fairness opinions, we find evidence suggesting that fairness opinions are sought by boards for the legal cover they provide against shareholders unhappy with the deal's terms. Thus, altogether our findings suggest that investment bankers and boards may be complicit in using fairness opinions to further their own interests at an expense to shareholders.

Download or read book An Empirical Analysis of Fairness Opinions in Mergers and Acquisitions written by Huajing Chen and published by . This book was released on 2005 with total page 402 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Download or read book The Standard Poor s Guide to Fairness Opinions written by Philip Clements and published by McGraw-Hill. This book was released on 2005-03-14 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Expert guidance on fairness opinions from the experts at Standard & Poor’s The Standard & Poor’s Guide to Fairness Opinions examines fairness opinions from a fiduciary’s perspective. It details important differences between income, market, or cost approaches in rendering an opinion; provides insights into capital structure complexities; describes techniques for achieving vital synergy in the fairness analysis; and more.

Download or read book Are Fairness Opinions Fair The Case of Mergers and Acquisitions written by Darren J. Kisgen and published by . This book was released on 2009 with total page 58 pages. Available in PDF, EPUB and Kindle. Book excerpt: From 1994 to 2003, 80% of targets and 37% of acquirers obtain a third-party assessment of the fairness of a merger or acquisition. These fairness opinions do not affect deal outcomes when used by targets, but they affect deal outcomes when used by acquirers. The deal premium is lower in transactions if the acquirer obtains a fairness opinion, and further reduced if multiple advisors provide that opinion. However, the acquirer's announcement period return is 2.3% lower if the acquirer has a fairness opinion, especially if the acquirer pays a high premium, indicating that investors are skeptical of these transactions.

Download or read book Elevating the Fairness Opinion Above a Merger Ritual written by James Martin and published by . This book was released on 2006 with total page 26 pages. Available in PDF, EPUB and Kindle. Book excerpt: Many publicly traded companies have chosen a path to growth through merger and acquisition. As part of this strategy, investment bankers and lawyers are commonly hired to assist in the search for merger partners and help navigate the merger process. Still the merger process can be fraught with opportunities for mistakes and potential shareholder litigation. Since the mid-1980's boards of directors have relied upon third party fairness opinions in their quest to limit their litigation exposure in merger transactions. This paper exams [sic] how theses [sic] fairness opinions have become less substantive and more ritualistic and proposes seven areas of suggested improvement.

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 2015-04-27 with total page 688 pages. Available in PDF, EPUB and Kindle. Book excerpt: The comprehensive guide to mergers, acquisitions, and corporate restructurings Mergers, Acquisitions, and Corporate Restructurings is an all-inclusive guide to M&As that illustrates how restructuring can be used successfully, how each form works, and the laws that govern them. This updated edition includes the latest statistics, research, graphs, and case studies on the private equity market, ethics, legal frameworks, and corporate governance, presented in a more approachable, manageable way. Written from a practical and historical perspective, this book carefully analyzes the strategies and motives that inspire M&As, the legalities involved each step of the way, and the offensive and defensive techniques used during hostile acquisitions. Corporate restructurings are indispensable in building a new generation of re-engineered companies with the power and resources to compete on the global playing field. This book covers the full spectrum of transactions, from megadeals to downsizing, and takes a fresh look at restructuring and how it is being used to revitalize and supercharge companies. Learn how corporate restructuring helps companies compete Discover the common impetus behind M&As Understand the laws and rules that govern the field Examine more effective strategies for hostile acquisitions The slowdown in the world's economy means that mergers and corporate restructuring will likely increase. It is essential for students and professionals to fully understand the concepts and mechanics behind these transactions, and Mergers, Acquisitions, and Corporate Restructurings is the comprehensive guide to the field.

Download or read book Employee Benefits in Mergers and Acquisitions written by Ilene H. Ferenczy and published by Wolters Kluwer. This book was released on 2016-09-01 with total page 758 pages. Available in PDF, EPUB and Kindle. Book excerpt: Fully-updated to reflect the latest legislation, regulation, and IRS and DOL guidance, the 2016 -2017 Edition of Employee Benefits in Mergers and Acquisitions is designed for both benefits experts who have little experience with mergers and acquisitions issues and mergers and acquisitions specialists who have little background in benefits administration. Comprehensive, yet easy-to-use, it provides the expert guidance you need to help ensure legal and tax compliance--and avoid costly litigation and penalties--as you work to integrate and administer the employee benefits programs of two or more companies. Written by recognized authority Ilene H. Ferenczy, and a team of noted experts, Employee Benefits in Mergers and Acquisitions, 2016-2017 Edition has been updated to include: The current status of the Patient Protection and Affordable Care Act (PPACA) on plans involved in business transactions, including information regarding new reporting requirements in relation to health plans Discussion of the plan fiduciary's responsibilities in relation to the service provider and participant fee disclosures Discussion of the changes in process to the IRS's procedures in relation to review of documents for tax-qualification Updates to IRS rules for modification of safe harbor 401(k) plans during the plan year The PPACA-mandated IRS and DOL guidance and its effect on plan administration and issues in mergers and acquisitions The latest Supreme Court opinions relating to employee stock ownership plans (ESOPs) and the elimination of the Moench presumption of prudence in purchasing employer securities And much more!

Download or read book Mergers Acquisitions and Other Restructuring Activities written by Donald DePamphilis and published by Academic Press. This book was released on 2007-10-18 with total page 769 pages. Available in PDF, EPUB and Kindle. Book excerpt: The explosion in the number, size and complexity of mergers, acquisitions and alliances during the 1990s demonstrates how ingrained business combinations have become in the global business community.

Download or read book Mergers and Acquisitions Deal Makers written by Michael E. S. Frankel and published by John Wiley & Sons. This book was released on 2007-07-20 with total page 240 pages. Available in PDF, EPUB and Kindle. Book excerpt: A behind-the-scenes look at the underlying roles of each player in a mergers and acquisitions transaction Mergers and Acquisitions Dealmaker explores the roles of the buyers and sellers involved in mergers and acquisitions as well as executive management, line management, and the corporate development team. Now in a second edition, this book provides readers with a "behind the scenes" look into the roles, approaches, and motivations of each key player in a strategic transaction, and provides strategies on building a successful team. Providing a unique insight into the various professionals that drive mergers and acquisitions, Mergers and Acquisitions Dealmakers is a valuable reference destined to become essential reading for anyone trying to understand how mergers and acquisitions actually work. Michael E.S. Frankel (Chicago, IL) is a seasoned corporate development executive with extensive experience in mergers and acquisitions, corporate strategy, and business development transactions. He has led over 100 transactions and has worked on hundreds more. He has executed transactions as an attorney, investment banker, and corporate development officer for VeriSign, GE Capital, and IRI, where he currently heads corporate development.

Download or read book Mergers and Acquisitions Basics written by Michael E. S. Frankel and published by John Wiley & Sons. This book was released on 2005-07-22 with total page 320 pages. Available in PDF, EPUB and Kindle. Book excerpt: Aimed at senior-level executives, this text provides essential answers to questions about the nature of mergers and acquisitions and the steps involved in their execution. It also explains what key events, processes and issues buyers and sellers must consider, as well as common pitfalls to avoid.

Download or read book Mergers Acquisitions written by Michael A. Hitt and published by Oxford University Press. This book was released on 2001-03-22 with total page 241 pages. Available in PDF, EPUB and Kindle. Book excerpt: In 1999, MCI WorldComm and Sprint agreed to merge. Valued at $129 billion, this expected transaction was the largest in history. However, it fell victim to regulators in Europe concerned with the potential monopoly power of the merged firm. This M&A action was merely the latest in a growing trend of "blockbuster" mergers over the past several years. Once a phenomenon seen primarily in the United States, mergers and acquisitions are increasingly being pursued across national boundaries. In short, acquisition strategies are among the most important corporate-level strategies in the new millennium. The need for clear, complete, and up-to-date guide to successful mergers and acquisitions had never been greater. This book more than fills that need. Looking at successful--and unsuccessful--mergers and acquisitions in a number of different industries, Mergers and Acquisitions: A Guide to Creating Value explains how to conduct an acquisition and how to avoid pitfalls that have doomed many such ventures. The authors take the reader step-by-step through the process, starting with the elements of a successful merger, due diligence to ensure that the target firm is sound and fits well with the acquiring firm, and how mergers and acquisitions are financed. They move on to explore how firms find partners/targets for acquisitions that have complementary resources and how to find partners with which integration and synergy can be achieved. Finally, they discuss the potential hazards found in M&A's and how to avoid them, how to conduct successful cross-border acquisitions, and how to ensure that ethical principles aren't breached during the process. Based on 15 years of research, this essential guide goes beyond specific case studies to cover all aspects of these ventures, making it required reading for all managers seeking to build a successful strategy.

Download or read book Mergers and Acquisitions Basics written by Donald DePamphilis and published by Academic Press. This book was released on 2010-10-29 with total page 290 pages. Available in PDF, EPUB and Kindle. Book excerpt: Mergers and Acquisitions Basics: All You Need to Know provides an introduction to the fundamental concepts of mergers and acquisitions. Key concepts discussed include M&As as change agents in the context of corporate restructuring; legal structures and strategies employed in corporate restructuring; takeover strategies and the impact on corporate governance; takeover defenses; and players who make mergers and acquisitions happen. The book also covers developing a business plan and the tools used to evaluate, display, and communicate information to key constituencies both inside and outside the corporation; the acquisition planning process; the negotiation, integration planning, and closing phases; financing transactions; and M&A post-merger integration. This book is written for buyers and sellers of businesses, financial analysts, chief executive officers, chief financial officers, operating managers, investment bankers, and portfolio managers. Others who may have an interest include bank lending officers, venture capitalists, government regulators, human resource managers, entrepreneurs, and board members. The book may also be used as a companion or supplemental text for undergraduate and graduate students taking courses on mergers and acquisitions, corporate restructuring, business strategy, management, governance, and entrepreneurship. Describes a broad view of the mergers and acquisition process to illustrate agents' interactions Simplifies without overgeneralizing Bases conclusions on empirical evidence, not experience and opinion Features a recent business case at the end of each chapter

Download or read book Mergers Acquisitions and Other Restructuring Activities 4E written by Donald DePamphilis and published by Academic Press. This book was released on 2007-11-26 with total page 770 pages. Available in PDF, EPUB and Kindle. Book excerpt: Dr. Donald DePamphilis explains the real-world of mergers, acquisitions, and restructuring based on his academic knowledge and personal experiences with over 30 such deals himself. The 99 case studies span every industry and countries and regions worldwide show how deals are done rather than just the theory behind them, including cross-border transactions. The interactive CD is unique in enabling the user to download and customize content. It includes an Excel-based LBO model and an M&A Structuring and Valuation Model in which readers can insert their own data and modify the model to structure and value their own deals. CD also real options applications and projecting growth rates. Student Study Guide on CD contains practice problems/solutions, powerpoint slides outlining main points of each chapter, and selected case study solutions. An extensive on-line instructor's manual contains powerpoint slides for lectures following each chapter, detailed syllabi for using the book for both undergraduate and graduate-level courses, and an exhaustive test bank with over 750 questions and answers (including true/false, multiple choice, essay questions, and computational problems). * CDROM contains extensive student study guide and detailed listings of online sources of industry and financial data and models on CDROM * Numerous valuation and other models on CDROM can be downloaded and customized by readers * Online Instructor's Manual with test bank, extra cases, and other resources * Over 90 cases

Download or read book Mergers Acquisitions and Buyouts March 2016 Five Volume Print Set written by GINSBURG and published by Wolters Kluwer. This book was released on 2016-03-07 with total page 4878 pages. Available in PDF, EPUB and Kindle. Book excerpt: When structuring mergers and acquisitions, there's only one way to be sure that you've thought of all the tax and legal consequences: rely on Martin D. Ginsburg, Jack S. Levin and Donald E. Rocap as you plan, develop, and execute your Mand&A strategy. In this five-volume print set, these expert practitioners offer you: Solutions to real-life Mand&A problems as they arise in negotiations Step-by-step analysis of typical and non-typical mergers transactional permutations Checklists, flow charts, and other at-a-glance mergers practice materials Whether you represent the buyer, the seller, or another interested party, you can go straight to a model Mand&A agreement that gives you: A complete document structured to embody your client's Mand&A interests Clauses addressing a wide variety of specific mergers situations Specific language for even the smallest mergers and acquisitions variations you're likely to encounter Includes CD-ROM containing Mergers, Acquisitions, and Buyouts: Sample Acquisition Agreements Mergers, Acquisitions, and Buyouts is recently updated with: New step-by-step methods for structuring transactions, with tax, SEC, corporate, HSR, accounting and other mergers considerations New table summarizing and contrasting terms of pro-buyer, pro-seller, and neutral stock and& asset purchase agreements New mergers legislation, Mand&A regulations, rulings, and court decisions impacting Mand&A transactions

Download or read book Mergers Acquisitions and Buyouts August 2012 written by Martin D. Ginsburg and published by Wolters Kluwer. This book was released on 2012-01-01 with total page 4874 pages. Available in PDF, EPUB and Kindle. Book excerpt: When structuring mergers and acquisitions, there's only one way to besure that you've thought of all the tax and legal consequences: rely onMartin D. Ginsburg,Jack S. Levin andDonald E. Rocap as you plan, develop, and execute your M&Astrategy. In this five volume print set, these expert practitioners offer you:Solutions to real-life M&A problems as they arise in negotiationsStep-by-step analysis of typical and non-typical mergers transactionalpermutationsChecklists, flow charts, and other at-a-glance mergers practice materialsWhether you represent the buyer, the seller, or another interested party, youcan go straight to a model M&A agreement that gives you:A complete document structured to embody your client's M&A interestsClauses addressing a wide variety of specific mergers situationsSpecific language for even the smallest mergers and acquisitions variationsyou're likely to encounterIncludes CD-ROM containing Mergers, Acquisitions, and Buyouts: SampleAcquisition AgreementsMergers, Acquisitions, and Buyouts is recently updated with:New step-by-step methods for structuring transactions, with tax, SEC,corporate, HSR, accounting and other mergers considerationsNew table summarizing and contrasting terms of pro-buyer, pro-seller, andneutral stock & asset purchase agreementsNew mergers legislation, M&A regulations, rulings, and courtdecisions impacting M&A transactions

Download or read book Mergers Acquisitions and Buyouts written by and published by Wolters Kluwer. This book was released on 2015-01-01 with total page 4914 pages. Available in PDF, EPUB and Kindle. Book excerpt: