The Art of M&A Due Diligence, Second Edition: Navigating Critical Steps and Uncovering Crucial Data

The Art of M&A Due Diligence, Second Edition: Navigating Critical Steps and Uncovering Crucial Data

The Art of M&A Due Diligence, Second Edition: Navigating Critical Steps and Uncovering Crucial Data

The Art of M&A Due Diligence, Second Edition: Navigating Critical Steps and Uncovering Crucial Data

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Overview

The most trusted M&A guidebook available--updated for today's extreme-risk world of business.

Major financial scandals, geopolitical upheaval, technological advances, rapid globalization . . . The world--and the way business is done--has changed drastically in the 10 short years since the original publication of this book. As a result, the already tedious M&A process has become exponentially more complex.

The most trusted guidebook of its kind, The Art of M&A Due Diligence helps you uncover problems and inconsistencies in an M&A deal while they're still manageable. You’ll find everything you need to mitigate all types of traditional risk—financial (key ratios, new GAAP-IFRS standards), operational (background checks, on-site visits), transactional (verification, checking warranties), and legal (intellectual property, environmental law).

This new edition also addresses complications introduced over the past decade by including:

  • New information about the use of electronic data rooms for due diligence
  • New focus on the role of International Accounting Standards
  • New tools for Foreign Corrupt Practices Act (FCPA) compliance
  • New regulations concerning the environment and social issues
  • New case law of interest, including key decisions of the Delaware Chancery Court and Delaware Supreme Court

The fear of risk in an M&A deal is rational, but it shouldn't prevent you from moving ahead. A well-conceived, carefully executed merger or acquisition can be extraordinarily enriching for both buyer and seller. This step-by-step guidebook is all you need to know where to look—and what to look for--when conducting M&A due diligence.


Product Details

ISBN-13: 9780071629379
Publisher: McGraw Hill LLC
Publication date: 12/06/2009
Sold by: Barnes & Noble
Format: eBook
Pages: 480
File size: 2 MB

About the Author

Alexandra Reed Lajoux is Chief Knowledge Officer (CKO) and Corporate Secretary at the National Association of Corporate Directors (NACD). She has nearly 30 years experience as a senior writer and editor of newsletters, articles, and books. Lajoux served for a decade as the editor of Mergers & Acquisitions Magazine.
Charles M. Elson is Chair in Corporate Governance and Director of the Center for Corporate Governance at the University of Delaware. He is also "Of Counsel" to the law firm of Holland & Knight. He has taught at Stetson University College of Law, the University of Illinois College of Law, the Cornell Law School, and the University of Maryland School of Law.

Table of Contents

PART ONE: THE DUE DILIGENCE PROCESS; Chapter 1. Conducting Due Diligence; Chapter 2. The Financial Statements Review; Chapter 3. The Operations and Management Review; Chapter 4. The Legal Compliance Review; PART TWO: TRANSACTIONAL DUE DILIGENCE; Chapter 5. The Documentation and Transaction Review; Chapter 6. Detecting Exposure Under Securities Law; Chapter 7. Detecting Exposure Under Tax Law and Accounting Regulations; PART THREE: A CLOSER LOOK AT LEGAL COMPLIANCE; Chapter 8. Detecting Exposure Under Antitrust Law and International Economic Law; Chapter 9. Detecting Exposure Under Intellectual Property Law; Chapter 10. Detecting Exposure Under Consumer Protection Law; Chapter 11. Detecting Exposure Under Environmental Law; Chapter 12. Detecting Exposure Under Employment Law
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