Takeovers, Restructuring, and Corporate Governance: Pearson New International Edition

Series
Pearson
Author
Prof. Dr. J. Fred Weston / Mark L. Mitchell / J. Harold Mulherin  
Publisher
Pearson
Cover
Softcover
Edition
4
Language
English
Total pages
640
Pub.-date
July 2013
ISBN13
9781292020860
ISBN
1292020865
Related Titles


Product detail

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9781292020860
Takeovers, Restructuring, and Corporate Governance: Pearson New International Edition
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Description

 For undergraduate/graduate-level courses on Mergers and Acquisitions, or as a supplement for Business or Corporate Finance, Economics, or Strategy.

This book brings together conceptual and updated empirical material in a systematic way. It provides students with a basis for understanding mergers and acquisitions and corporate restructuring in the framework of strategic planning issues facing managers in all companies, small and large.

Features

  • NEW - Two new coauthors, Mark L Mitchell and Harold Mulherin—The authors' extensive scientific, consulting and teaching backgrounds provide an unmatched dimension of reality to the text.
  • NEW - Chapter 21 on Merger Arbitrage—First book to describe the arbitrage activity associated with mergers and acquisitions. Mark Mitchell, our new co-author and a member of the management of a significant merger arbitrage firm, has published articles on the subject in leading journals of financial economics and his work is contributed here.
Fully Updated
  • Ch. 5, Strategic Processes.
    • Provides a compact summary of the literature and theory of strategy making and the processes that guide merger and acquisition decisions.

  • Ch. 6, Theory of Mergers and Tender Offers.
    • Provides strong conceptual framework on why mergers take place.

  • Ch. 7, The Timing of Merger Activity.
    • Presents the historical and industry evidence on the sources of merger activity.

  • Ch. 12, Empirical Tests of Corporate Restructuring and Divestitures.
    • Includes comprehensive treatment of corporate restructuring.

  • Ch. 20, Corporate Governance.
    • Discusses the various types of fraud at Enron, WorldCom, etc. Summarizes the new Sarbenes-Oxley Act of 7/31/02 and changes in New York Stock Exchange listing requirements since that time and covers recent developments at the SEC including the resignation of Harvey Pitt.

  • NEW - Content enhancements throughout:
    • Empirical material updated.

    • Ch 4 now includes method of payment, taxes, collars, and contingent payments.

    • Appendix A to Ch 8 analyzes a recent M&A sample to explain modern techniques of performance measurements.

    • Valuation chapters (9&10) clarified.

    • Appendix A to Ch 11 presents a case study of restructuring in the natural gas industry.

    • Appendix A to Ch 12 analyzes a sample of divestitures.

    • Ch 14 on alliances and joint ventures is broadened.

    • In Ch 16 on leveraged buyouts added capital cash flow valuation model.

    • In Ch 18 on share repurchases a new conceptual framework is applied.

    • Ch 20 highlights new developments in corporate behavior, fraud, and ethical responsibilities.

    • Ch 22 includes tables summarizing alternative strategies for growth and value enhancements plus value based management.

  • Explains the merger and acquisition process within a broad framework of companies strategic plans.
    • Enables students to see all strategies that are used in a firm, e.g. mergers, takeovers, joint ventures, strategic alliances, spin-offs, carve-outs, split-ups, restructuring, LOBs, Share repurchases, and corporate governance.

  • Student Study Guide available at www.anderson.ucla.edu/faculty/john.weston

New to this Edition

  • Two new coauthors, Mark L Mitchell and Harold Mulherin—The authors' extensive scientific, consulting and teaching backgrounds provide an unmatched dimension of reality to the text.
  • Chapter 21 on Merger Arbitrage—First book to describe the arbitrage activity associated with mergers and acquisitions. Mark Mitchell, our new co-author and a member of the management of a significant merger arbitrage firm, has published articles on the subject in leading journals of financial economics and his work is contributed here.
  • Content enhancements throughout:
    • Empirical material updated.

    • Ch 4 now includes method of payment, taxes, collars, and contingent payments.

    • Appendix A to Ch 8 analyzes a recent M&A sample to explain modern techniques of performance measurements.

    • Valuation chapters (9&10) clarified.

    • Appendix A to Ch 11 presents a case study of restructuring in the natural gas industry.

    • Appendix A to Ch 12 analyzes a sample of divestitures.

    • Ch 14 on alliances and joint ventures is broadened.

    • In Ch 16 on leveraged buyouts added capital cash flow valuation model.

    • In Ch 18 on share repurchases a new conceptual framework is applied.

    • Ch 20 highlights new developments in corporate behavior, fraud, and ethical responsibilities.

    • Ch 22 includes tables summarizing alternative strategies for growth and value enhancements plus value based management.

Table of Contents

I. TAKEOVERS AND MERGERS IN PRACTICE.

 1. The Takeover Process.

 2. Strategic Processes
 3. The Legal and Regulatory Framework.
  Appendix A: Legal Due Diligence Preliminary Information Request.
 4. Accounting for M&As.
 5. Deal Structuring (Methods of Payment, Taxes, Collars, Contingent Payouts.)

II. M&As IN THEORY AND PRACTICE.

 .
 6. Theories of Mergers and Tender Offers.
  Appendix A: Measurement of Abnormal Returns.
  Appendix B: Chemical Industry Case Study.
 7. The Timing of Merger Activity.
 8. Empirical Tests of M&A Performance.
  Appendix A: Analysis of a Recent M&A Sample.

III. VALUATION—THE STRATEGIC PERSPECTIVE.

 9. Alternative Approaches to Valuation.
  Appendix A: Derivation of Revenue Growth Valuation Formulas.
10. Increasing the Value of the Organization.
  Appendix A: Calculating Growth Rates.

IV. RESTRUCTURING.

11. Restructuring and Divestitures.
  Appendix A: Restructuring in the Diversified Natural Gas Industry in the 1990s.
12. Empirical Tests of Corporate Restructuring and Divestitures.
  Appendix A: Analysis of a Sample of Recent Divestitures.
13. Financial Restructuring.

V. M&A STRATEGIES.

14. Alliances and Joint Ventures.
15. ESOPs and MLPs.
16. Going Private and Leveraged Buyouts.
  Appendix A: Relation between WACC and CCF Models.
  Appendix B: Relation between CCF and APV Models.

VI. STRATEGIES FOR CREATING VALUE.

18. Share Repurchases.
19. Takeover Defenses.
20. Corporate Governance and Performance.
21. Merger Arbitrage.
22. Implementation and Management Guides for M&As.