Chapter_5收购、兼并和重组课后题目.ppt

* * * * * * * * * * * * Implementation: Search Through Closing --Phases 3-10 A man that is very good at making excuses is probably good at nothing else. —Ben Franklin Exhibit 1: Course Layout: Mergers, Acquisitions, and Other Restructuring Activities Part IV: Deal Structuring and Financing Part II: MA Process Part I: MA Environment Ch. 11: Payment and Legal Considerations Ch. 7: Discounted Cash Flow Valuation Ch. 9: Financial Modeling Techniques Ch. 6: MA Postclosing Integration Ch. 4: Business and Acquisition Plans Ch. 5: Search through Closing Activities Part V: Alternative Business and Restructuring Strategies Ch. 12: Accounting Tax Considerations Ch. 15: Business Alliances Ch. 16: Divestitures, Spin-Offs, Split-Offs, and Equity Carve-Outs Ch. 17: Bankruptcy and Liquidation Ch. 2: Regulatory Considerations Ch. 1: Motivations for MA Part III: MA Valuation and Modeling Ch. 3: Takeover Tactics, Defenses, and Corporate Governance Ch. 13: Financing the Deal Ch. 8: Relative Valuation Methodologies Ch. 18: Cross-Border Transactions Ch. 14: Valuing Highly Leveraged Transactions Ch. 10: Private Company Valuation Current Learning Objectives To Provide Students with an understanding of how to conduct an acquisition search, to screen potential candidates, and to make initial contact with potential targets the four concurrent activities within the negotiation phase and how they interact to determine purchase price, and the importance of pre-closing planning and post-closing execution The Acquisition Process Phase 1: Business Plan Phase 2: Acquisition Plan Phase 3: Search Phase 4: Screen Phase 5: First Contact Phase 6: Negotiation Phase 7: Integration Plan Phase 8: Closing Phase 9: Integration Phase 10: Evaluation Phase 3: Initiating the Search Two step procedure: Establish primary selection criteria (e.g., industry and maximum size of transaction) Develop search strategy to identify potential targets using computerized database