The Art of Distressed M&A: Buying, Selling, and Financing Troubled and
Insolvent Companies
Pessimists see distressed M&A . . .
Optimists see distressed M&A
Opportunities abound in “bankruptcy beauties” - both in good times and bad. Distressed
mergers and acquisitions used to be the domain of a handful of specialists, who generated
handsome profits by unlocking value in troubled companies. Now, you can learn the secrets
for participating in these deals with knowledge and confidence. The Art of Distressed
M&A provides the critical information needed to manage the unique complexities of
buying, selling, and financing troubled companies.
The Art of Distressed M&A arms you with creative solutions to
seemingly impossible problems and helps you to avoid common pitfalls. This comprehensive
guide enables you to:
Understand the roles, rights, and responsibilities of debtors, secured creditors,
unsecured creditors, advisors, trustees, and bankruptcy courts Navigate through
complicated valuation, financing, legal, accounting, and tax issues
Communicate effectively and make informed proposals in multiparty negotiations
Create the optimal deal structure-from prepackaged plans of reorganization to 363 sales to
loan-to-own transactions
The Art of Distressed M&A also highlights practical examples using
recent bankruptcy cases following the Bankruptcy Abuse Prevention and Consumer Protection
Act of 2005 and is the first publication of its kind since The Dodd–Frank Wall Street
Reform and Consumer Protection Act of 2010.
Section 1 The Big Picture 1
Chapter 1 Business Failures 3
Chapter 2 Alternatives for Distressed Companies 31
Chapter 3 Trends in Distressed M&A and Investing 67
Section 2 The Bankruptcy Players 97
Chapter 4 A Debtor and Creditor Overview 99
Chapter 5 Secured Creditors 127
Chapter 6 Unsecured Creditors 151
Chapter 7 Advisors and Other Parties 173
Section 3 Avoiding Common Pitfalls 211
Chapter 8 Accounting for Workouts: TDRs, Extinguishments, and Modifications 213
Chapter 9 Accounting for Bankruptcy: NOLs and Fresh Start Reporting 235
Chapter 10 Mitigating Legal Risks in Distressed M&A: Fiduciary Duties, Antitrust, and
Fraudulent Transfers 269
Section 4 Deal Structures That Work 303
Chapter 11 Principles of Distressed Company Valuation 305
Chapter 12 Distressed M&A Strategy: The Plan of Reorganization 333
Chapter 13 Distressed M&A Strategy: 363 Sales and Loan-to-Own Transactions 373
Chapter 14 Distressed M&A Strategy: Financing and Refinancing Considerations 403
Conclusion 457
Index 461
Hardcover, 495 sites
