Mergers & Acquisitions: An Insider's Guide to the Purchase and Sale of Middle Market Business Interests [Hardcover]

Dennis J. Roberts (Author)

Book Description

Publication Date: February 3, 2009 | ISBN-10: 0470262109 | ISBN-13: 978-0470262108 | Edition: 1

This book was designed not only for owners and managers of middle market businesses but as a training text for middle market M&A investment bankers and consultants. It discusses the art and science of middle market M&A as well the all-important psychology and behind-the-scenes negotiations pursued with a particular emphasis on obtaining the absolute highest value when selling a business. Subjects addressed include valuation, taxation, negotiations, M&A conventions, among many others from the buy-side and sell-side perspectives.

Subtitled “Tales of A Deal Junkie,” this serious but occasionally irreverent book tells it like it is, including anecdotes to provide a “feel” for what really goes on in middle market transactions. The author, a former practicing CPA and a business valuation expert, is a veteran M&A investment banker with years of real life experience. He also is a widely-acclaimed instructor in the M&A field and a nationally-respected practitioner who has trained thousands of investment bankers. No comparable book on the market today provides this degree of comprehensive and invaluable insight.

Editorial Reviews

From the Inside Flap

Mergers & Acquisitions

An Insider's Guide to the Purchase and Sale of Middle Market Business Interests

The first book on mergers & acquisitions (M&A) to authoritatively convey the unique issues and circumstances of Middle Market M&As—those companies valued between $5 million to $300 million with sales of $6 million to $600 million—Mergers & Acquisitions: An Insider's Guide to the Purchase and Sale of Middle Market Business Interests addresses the many challenges, pitfalls, and difficulties inherent in transactions involving Middle Market businesses.

Destined to become the guide every Middle Market M&A seller keeps by their side, this how-to resource presents real-world anecdotes and vignettes alongside the technical content to help sellers understand how deals can successfully take place most effectively for the greatest return on their investments.

Mergers & Acquisitions: An Insider's Guide to the Purchase and Sale of Middle Market Business Interests addresses the unique issues and circumstances of Middle Market M&As, including how to start, market, and run an M&A practice, as well as discussion on licensing and regulatory requirements, forms, and much more. Author Dennis Roberts shares his decades of M&A experience, with expert discussion of:

• How to find and understand buyers in the Middle Market

• How to run a Middle Market business while preparing it for sale

• Keeping confidentiality while doing the deal

• Informal and controlled auctions

• The psychology of M&A negotiations

• The basic art and science of valuation as applied to M&A transactions

• Confirmatory due diligence, the definitive agreement, and closing

• Does a sales-side client need an appraisal before going to market?

Rich with helpful guidance that covers the "feel" of the transaction as well as essential tips on technique, Mergers & Acquisitions: An Insider's Guide to the Purchase and Sale of Middle Market Business Interests examines a wide and disparate range of material to equip sellers to realize the greatest return on their investments.

From the Back Cover

Praise for Mergers & Acquisitions

An Insider's Guide to the Purchase and Sale of Middle Market Business Interests

"All I can say is WOW. It took the king of Middle Market M&A to finally write THE definitive book to Middle Market investment banking. This book is comprehensive, insightful, and entertaining all at the same time. A must-read for dealmakers."
—Andrew J. Sherman, M&A Partner, Dickstein Shapiro, and author, Mergers & Acquisitions from A to Z

"Dennis Roberts really hits a home run with his new book, Mergers & Acquisitions:An Insider's Guide to the Purchase and Sale of Middle Market Business Interests. This book is the definitive authoritative guide on the practice of Middle Market M&A. It answered all my questions, plus some, and gave me a complete frame of reference where I can now feel well informed. I would recommend this well-researched book, which draws on Mr. Roberts's substantial experience in the field, to anyone connected to or wanting to get into M&A."
—Parnell Black, CEO, National Association of Certified Valuation Analysts

"This comprehensive overview cuts through the jargon and alphabet soup to give the readers a highly informative new perspective on the large and extremely fragmented Middle Market! Only an accomplished industry veteran could author this comprehensive summary of thought-provoking ideas. Arguing for a whole new mindset to better understand the needs of both buyers and sellers in the 'no man's land' marketplace, Roberts does a masterful job separating hype from the reality."
—Michael R. Nall, CPA, CM&AA, founder, Alliance of Merger & Acquisition Advisors

"A true tour de force by one of the most savvy Middle Market investment bankers I've known. Dennis imparts a rare combination of tremendous substantive knowledge (even to someone like me who has been an M&A lawyer for years), keen insights into the inner workings of Middle Market investment bankers and their banking firms, and a dry wit sprinkled with apocryphal stories and more than a few sports analogies. This is a serious, worthwhile, and enjoyable read!"
—Steven L. Meltzer, Esq., Pillsbury, Shaw Pittman Former or current member or chairman of managing board, corporate/technology practice, and life sciences practice

See all Editorial Reviews

Product Details

• Hardcover: 413 pages
• Publisher: Wiley; 1 edition (February 3, 2009)
• Language: English
• ISBN-10: 0470262109
• ISBN-13: 978-0470262108
• Product Dimensions: 6.4 x 1.4 x 9.4 inches
• Shipping Weight: 1.4 pounds (View shipping rates and policies)
• Average Customer Review: 4.8 out of 5 stars  See all reviews (13 customer reviews)
• Amazon Best Sellers Rank: #685,727 in Books (See Top 100 in Books)

More About the Author

Dennis Roberts, author of "An Insiders Guide to The Purchase and Sale of Middle Market Business Interests" is also Chairman and Senior Managing Director of The McLean Group, LLC., a Middle Market Investment Bank specializing in Merger and Acquisition transactions and capital formation with offices in 30 cities in the US and Canada and headquartered in the Washington, DC area. Mr. Roberts has more than four decades of financial transaction advisory services experience in a multitude of transactions across a wide variety of industries and markets.

Mr. Roberts was the Founder, Chairman, and CEO of a publicly-held national bank holding company with multiple branches from 1984 to 1992. Prior to that, he was Founder and Senior Partner of a large Washington, DC area CPA practice. While a practicing Certified Public Accountant (CPA), Mr. Roberts also focused on financial transactions advisory services.

A graduate of Benjamin Franklin University, Washington DC, (which subsequently merged with George Washington University), Mr. Roberts is a Certified Valuation Analyst (CVA). He also is Accredited in Business Valuation (ABV) by The American Institute of Certified Public Accountants, and practiced as an enrolled Federal Tax Accountant.

He teaches and lectures extensively in many forums including graduate school MBA programs, M&A training workshops and seminars and for various professional organizations across the United States. He has been named "Lecturer of Great and Exceptional Distinction", "M&A Deal Maker of The Year" and has received similar recognition on numerous occasions for his teaching style and professional achievements. He writes on M&A, business valuation, and corporate finance to national audiences. He is frequently interviewed by the business media in regard to his subject matter.

He is a Financial Industry Regulatory Authority (FINRA) registered representative and firm principal (Series 7, 24, 28, 63). He has served as an expert and consulting witness in numerous financial cases and courts including being the lead expert on the Nixon Watergate Tapes and other cases on a national level.

He resides with his wife Robin Quattlebaum at his residences in Washington DC and San Jose del Cabo Mexico. He has three children and seven grandchildren.

Customer Reviews

Most Helpful Customer Reviews

3 of 3 people found the following review helpful:

4.0 out of 5 stars Roberts: Better than technical know-how, December 2, 2010

By 

kjodonnell - See all my reviews

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This review is from: Mergers & Acquisitions: An Insider's Guide to the Purchase and Sale of Middle Market Business Interests (Hardcover)

The vast majority of M&A activity is in the Middle Market, where enterprises are highly idiosyncratic. So, any author who hopes to illuminate this topic in any meaningful way faces several challenges. Dennis Roberts overcomes them all to produce a volume that owners of enterprises will find as useful and accessible as his professional peers.

The first challenge is credibility. Mr. Roberts is no unsullied academic, and he proves as much through his choice of real-world examples that every business owner will identify with. Another winner - for me, at least - is his use of the first person. Mr. Roberts makes more observations than declarations. Those observations are as instructive as his conclusions.

The second challenge is structure. Middle Market M&A is a massive topic. Any comprehensive treatment could easily run several volumes. Mr. Roberts constructs the book in a logical architecture of issues. To me, this reflects his experience working with the priorities of his clients. He knows what they're most concerned about, and how to lay out sequentially what they need to know.

That leads to the third challenge: Who is this book written for? Clearly the book is aimed at business owners who may be considering M&A activities. Suitably, it addresses issues to their point of view - especially in the case studies he chooses. But Mr. Roberts also balances that need against giving a broader view of other parties involved in M&A. Those same case studies are useful as cautionary tales to M&A professionals and other professionals who work around the edges of the field.

Mr. Roberts moves quickly through substance, saying little more than needs saying (perhaps less than this review), another concession to impatient business owners. All of which gives you a sense of just how much Mr. Roberts packed into 400 pages. That style allows us to digest key issues without wading through the metaphysical history of blah blah blah. Practical. Pragmatic. To the point. Move on.

One picayune complaint is the less-than compelling graphic layout of the text, a gripe directed at the publisher, not the author.

Sitting down with Mergers & Acquisitions is like having Mr. Roberts in the room as a friendly advisor. You may wish to skim some parts of lesser interest; while reading and re-reading other parts with a pad and pen. (My copy is marked up and tagged with post-it notes, like an undergrad's.) In the end, you'll feel like Mr. Roberts has shared more than his encyclopedic technical knowledge: He's shared much of his accumulated wisdom. Like most readers, I've never met Mr. Roberts. But it does seem like it would be time well-spent, if the book is any indication.

2 of 2 people found the following review helpful:

4.0 out of 5 stars Great Reference manual, June 5, 2009

By 

S. Wait - See all my reviews
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This review is from: Mergers & Acquisitions: An Insider's Guide to the Purchase and Sale of Middle Market Business Interests (Hardcover)

I found the book to be a thorough outline of the Mergers & Acquisitions process and a great reference manual for this process.

The author provided clear, understandable explanations on how to value middle market businesses and the various stages a merger or acquisition will take.

I also appreciated his "seller" recommendation to focus on the terms of the sale as compared to the final the sale price and why the terms are much more important than the final transaction price.

2 of 2 people found the following review helpful:

5.0 out of 5 stars the missing link of M&A, April 27, 2009

By 

Timothy J. Kruse (Madison, WI) - See all my reviews
(REAL NAME)   

This review is from: Mergers & Acquisitions: An Insider's Guide to the Purchase and Sale of Middle Market Business Interests (Hardcover)

Have you ever found a book so helpful to your professional development that you found yourself saying: "Stop reading only at your own peril!" This book is such a book. Although I have lots to manage with my current buy and sell side engagements, I feel like I really owe it to my clients and myself to finish this book before I take another significant action on their or my own behalf. This book is absolutely fantastic, thank you! As someone new to the business and being a sole practitioner, this book is like having the personal coach/mentor I've wanted with me on/during my various engagements. I do alot of reading in the M&A field; this book is far and away the most helpful M&A advice I've read thus far. There are lots of M&A books out there but most are written from the perspective of Wall St. To get good information on main st, one can get lots of great stuff from IBBA. That leaves a big gap, a missing link if you will, for those of us wanting to make a living in the middle market. Roberts' book fits the bill perfectly. Thanks to Dennis for sharing his knowledge and experience through this book.