Succeeding in Cross-Border M&A - 9780470683767

This book shows how to value, negotiate and structure a successful acquisition in continental Europe in current market conditions. Cross-border M&A activity is notoriously prone to failure. Cultural differences, lack of market knowledge, regulatory changes all contribute to this record. This book mitigates this risk by providing solid guidance on how to successfully negotiate, close and implement deals. It includes coverage of recent trends in the context of the crisis, including sky-rocketing risk premiums, cash chasing, distressed takeovers, and limited debt availability. Franck Ceddaha gives an overview of the European M&A market, before taking the reader through merger negotiation, structuring and restructuring. The book also includes treatment of takeover and shareholder activism, and looks at midsize and family owned businesses which are of particular importance in the European region. The book also includes full case studies giving practical, real-world guidance. Invaluable for both the seasoned M&A professional, and for the corporate executive looking for an understandable source of information, this comprehensive, straight-forward and reader-friendly handbook is based on both solid academic scholarship and long-standing professional experience in investment banking.

Contents:

Introduction

Part 1 The European M&A Market: Structure and Changes
Recent M&A trends
Definitions
Types of mergers
Variety of merger professionals

Part 2 Merger Negotiations
Valuation
Team  and Advisors
Due Diligences
Open Bids and Private Negotiations
Negotiation/ Takeovers Tactics
Cross cultural issues

Part 3: Structuring the Deal
Cash or shares in the current framework
Various Deal Structures
Joint Ventures
Legal and Tax Framework
IFRS Business Combination
Antitrust and Social Issues in EU

Part 4 Corporate Restructuring in the Eurozone
Divestitures
Spin off
Debt restructuring in bankruptcy
Asset sale vs liquidation

Part 5 : Takeover of Listed Companies in Continental Europe
EU Directive : a common framework
p2p
Shareholders activism
Changes in European governance for plc

Part 6 Family Businesses in Continental Europe
Key issues on family businesses : culture, transmission, wealth tax, family management
Importance of family businesses in Europe
Doing business with a privately owned family group