Mergers, Acquisitions, and Corporate Restructurings [Hardcover]

Patrick A. Gaughan (Author)

Book Description

Publication Date: February 2, 2007 | ISBN-10: 0471705640 | ISBN-13: 978-0471705642 | Edition: 4

Modern restructuring techniques for a global business landscape


Corporate restructurings are an indispensable tool in building a new generation of re-engineered companies with the power and resources to compete on a global playing field. Written from a practical and historical perspective, Mergers, Acquisitions, and Corporate Restructurings, Fourth Edition carefully analyzes the strategies and motives that inspire M&As, the laws and rules that govern the field, as well as the offensive and defensive techniques of hostile acquisitions.

In this thoroughly revised Fourth Edition, author and business valuation expert Patrick Gaughan provides a fresh perspective on M&As in today's global business landscape, and how your company can reap the benefits from the various forms of restructurings available. Packed with the most up-to-date research, graphs, and case studies, Mergers, Acquisitions, and Corporate Restructurings, Fourth Edition explores:
* Recent takeover trends including the role of private equity firms and hedge funds
* Most effective offensive and defensive tactics in hostile bids
* A review of the effect of shareholder wealth on a variety of takeover actions
* Modern, historical, and global perspectives on the field
* The various forms of downsizing including divestitures, spinoffs, and equity carve-outs
* Bankruptcy as an effective restructuring technique
* Latest developments in corporate governance
* Pros and cons of joint ventures and strategic alliances
* Primary methods used to value public and private companies

Editorial Reviews

From the Publisher

This trailblazing book re-examines the value restructurings offer in building a new generation of companies with the power and resources to compete on a global basis. Pragmatic and comprehensive, it focuses on all the types of corporate restructurings available today such as M&As, divestitures, joint ventures, leveraged buyouts, and recapitalizations. The author uses the latest research and case studies in the field to analyze and explain not only the financial aspects of these transactions but the economic, legal, tax, and regulatory considerations as well. --This text refers to an out of print or unavailable edition of this title.

From the Inside Flap

From large megadeals to various forms of downsizing, the world of mergers and corporate restructurings has undergone dramatic changes in the past several years. Fueled by capital-rich private equity firms and hedge funds, the field of mergers is booming. Partly with the backing of such investors, leveraged buyouts (LBOs)—the craze of the 1980s that became less popular in the 1990s—are now back with a vengeance. In general, all types of restructurings regularly grab the headlines in the financial media.

Written to show business managers and financial executives which kind of corporate restructuring can be used successfully within their own corporations, Mergers, Acquisitions, and Corporate Restructurings examines nearly every type of corporate restructuring in use today, from mergers and acquisitions to joint ventures and recapitalizations. This thoroughly updated Fourth Edition provides a fresh overview of the most recent practices and how they are currently being used to revitalize and supercharge companies in America and abroad. Author Patrick Gaughan addresses the growth and development of the field of M&As through both a practical and historical focus, followed by a review of the laws and rules that govern the field. Gaughan also examines the many ways to thwart a hostile takeover as well as the impact of a takeover on shareholder wealth.

M&As are but one form of restructuring. Mergers, Acquisitions, and Corporate Restructurings explores the vast array of ways a company can grow as well as the many ways to downsize, including divestitures, spinoffs, and equity carve-outs, and the benefits of each scenario. The book also explores how companies in more distressed financial conditions can restructure through bankruptcy, and how to benefit from the protective U.S. bankruptcy laws. In this Fourth Edition, Gaughan also analyzes recent financing trends, including the role of leveraged transactions and private equity financing, as well as the increasing role of hedge funds and employee stock ownership plans in takeovers.

New to this edition is an increased emphasis on corporate governance, and its importance in today's post-Enron environment. Gaughan addresses the role of governance in the development of M&A strategy and the monitoring of prior deals. He also emphasizes the importance of valuation on both public as well as privately held companies, their similarities, their important differences, and the main methods of business valuation.

Written to help organizations compete in today's global market, Mergers, Acquisitions, and Corporate Restructurings, Fourth Edition provides you with the intricate ins and outs of corporate restructuring, and how to make the most of them in your organization.

See all Editorial Reviews

Product Details

• Hardcover: 648 pages
• Publisher: Wiley; 4 edition (February 2, 2007)
• Language: English
• ISBN-10: 0471705640
• ISBN-13: 978-0471705642
• Product Dimensions: 10 x 7.2 x 2 inches
• Shipping Weight: 2.9 pounds
• Average Customer Review: 4.1 out of 5 stars  See all reviews (15 customer reviews)
• Amazon Best Sellers Rank: #753,255 in Books (See Top 100 in Books)

Customer Reviews

Most Helpful Customer Reviews

75 of 78 people found the following review helpful:

2.0 out of 5 stars Weak sister to other John Wiley Classics, February 25, 2001

By 

salfregen (Chicago) - See all my reviews

This review is from: Mergers, Acquisitions, and Corporate Restructurings (Hardcover)

As a graduate professor who teaches several course on M&A, I've chosen two other efforts from publisher John Wiley for this year's curriculum over Pat Gaughan's updated version of his old book. Jeffrey Hooke's "Practical Guide to Doing the Deal" covers most of the same material in a more interesting style and "Winning at Mergers & Acquisitions" shows my students how all of this applies to the real world. Mark Clemente & David Greenspan, authors of "Winning at M&A", helped my students to understand the business rationale behind deals and brought to light many of the reasons so many corporate combinations fail. In addition, the juicy chapters on strategy, due diligence and culture and a whole section on integration best practices -- I feel -- will prepare serious readers on the topic and students of business alike for the M&A challenges that actually exist in corporate America today. Case studies and testaments on what works and what doesn't from corporate VPs and CEOs involved in mergers and acquisitions make "Winning at M&A" the core content I've already added to next year's syllabus. As for John Wiley's reprinting of Gaughan's book, they probably should have asked Hooke and Gaughan to collaborate on an updated version rather than publish two versions of the same manuscript.

24 of 25 people found the following review helpful:

3.0 out of 5 stars Good but incomplete, March 27, 2002

By A Customer

This review is from: Mergers, Acquisitions, and Corporate Restructurings, 3rd Edition (Hardcover)

On the whole this is a good book for someone looking to get an overview of M and A. It is well written and reasonably well organized, with an interesting discussion of recent transactions and trends. However, the book continues to suffer from some of the problems in earlier editions. It omits subjects that one would expect to find in an effective M and A textbook. These include integration, alternative strategies to M and A such as JVs, a discussion of how acquisitions support business strategies, how target companies can be identified, target firm contact strategies, etc., how to conduct due diligence, how to build M and A financial models, negotiation strategies, sophisticated valuation methods, etc. There are a number of other books which do a much better job in addressing these areas rather than providing an overview of industry trends, etc. Examples of such books include Fred Weston's M&A (the brief edition) and Donald Depamphilis (?) book Mergers, Acquisitions, and other Restructuring. There are books on this subject that are gems, however, Gaughan's isn't' one of them.

25 of 27 people found the following review helpful:

5.0 out of 5 stars Excellent, concise, pratical M&A + Corp Restructuring guide, July 31, 1999

By A Customer

This review is from: Mergers, Acquisitions, and Corporate Restructurings (Hardcover)

Mergers, Acquisitions and Corporate Restructuring provides informative context and key formulae for both the practitioner and lay-person without ad nauseum details. Patrick Gaughan highlights corporate finance resolutions to business strategy and organization challenges in relevent business cases providing insight to successful transactions. Significantly more readable and concise than McKinsey Consulting's Valuations tome, yet covers similar material. It's not surprising that this book won the Book of the Year Award in its category from the Association of American Publishers. Congrats (and thank you) to Patrick Gaughan!