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书籍目录

Contents

Introduction

Historical pattern of UK takeover activity

Objectives of mergers and acquisitions

Mergers and acquisitions and business strategy

The dynamics of the takeover process

Economic consequences of takeovers

Cross-border acquisitions

Corporate divestments

Strategic alliances as alternatives to acquisitions

Objective of the book

Outline of the book

References and further reading

Acquisition motives

Shareholder wealth maximisation perspective

Managerial perspective

Empirical evidence on acquisition motives

Overview

References and further reading

Acquisitions and corporate strategy

Analytical framework for generic strategies

Corporate strategies for market entry

Acquisition as strategic choice

Value creation in different acquisition types

Value chain analysis for acquisitions

Acquisition criteria and target profile

Overview

References and further reading

Organisational dynamics and human aspects of

acquisitions

A model of the acquisition process

Managing acquisition dedsion making

The post-acquisition integration process

Political and cultural perspectives of integration

Problems in integration

Overview

References and further reading

Antitrust regulation

The UK antitrust regime

Antitmst regulation in the European Union

Stock market reaction to MMC references

Antitrust regulation in the USA

Antitrust regulation in Continental Europe

Overview

References and further reading

Regulating takeover bids

Importance of regulating the bid process

Takeover regulation in the UK

Takeover regulation in the USA

Regulation of takeover bids on the Continent

Takeover regulation and takeover activity

Overview

Further reading

Advisers in takeovers

Role of advisers in acquisitions

Merchant banks

Responsibilities of advisers

Empirical evidence on the impact of advisers

Overview

References and further reading

Bid strategies and tactics

Bid strategies

Toehold, bid premium and bid outcome

Bid tactics

Empirical evidence on bid strategies

Empirical evidence on bid strategies from the USA

Overview

References and further reading

Target valuation

Earnings and asset-based valuation models

Discounted cash flow model

Valuation of private companies

Impact of tax on target valuation

Acquisitions and employee pension funds

Overview

References and further reading

Accounting for mergers and acquisitions

Accounting rules for business combinations

Merger relief

Accounting for goodwill

Accounting methods in practice

Accounting for business combinations in other countries

Overview

References and further reading

Paying for the acquisition

Methods of payment for acquisitions

Tax aspects of payment currency

Impact of bidder's financial strategy

Earnings dilution in a share exchange

Finandng a cash offer

Financing with loan stock

Deferred consideration financing

Empirical evidence on the impact of payment method

Overview

References and further reading

Defences against takeovers

Bid resistance motives

Bid defence strategies

Impact of defensive strategies

Cost of defence

Takeover defence outside the UK

Overview

References and further reading

Assessing the success of acquisitions

Defining success

Acquisitions and shareholders

Acquisitions and managers

Acquisitions and employees

US evidence on success of acquisitions

Overview

References and further reading

Making acquisitions work

Survey evidence on acquisition performance

Factors contributing to acquisition failure

Survey evidence on the acquisition process

Evidence on acquisition integration

Critical success factors

Acquisitions and the human factor

Illustrations of successful acquisition process

Overview

References and further reading

Corporate divestments

Rationale for divestments

Forms of corporate divestment

Management buyouts and buyins

Divestments in the USA

Divestments in Europe

Overview

References and further reading

Cross-border acquisitions

Alternative overseas expansion strategies

Recent trends in cross-border acquisitions

Motivations behind cross-border acquisitions

Barriers to takeovers

Post-acquisition integration

Survey evidence on international acquisitions

Overview

References and further reading

Strategic alliances

Types of strategic alliance

Equity and non-equity joint ventures

Intemational joint ventures

Models of a joint venture

Structuring a joint venture

Regulatory issues in joint ventures

Performance evaluation of joint ventures

Critical success factors in alliances

Overview

References and further reading

Index

作者简介

公司兼并与收购的动机是什么?在并购市场上谁为主体7有什么规则? 并购方如何进行对抗性投标?如何确定其目标?是什么决定着被并购企业的价值?并购的付款方式有哪些?为什么许多并购失败了?    本书对上述问题及其他有关问题作了清楚而确切的解释。对于那些接受短期培训的管理者、MBA，以及想迅速了解这一问题核心内容的教师和学生来说，都不失为极具价值的参考书。它还可以作为管理人员的藏书，以及那些有抱负的管理人

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