THE ART OF M&A DUE DILIGANCE LAJOUX R. Księgarnia

The Art of M&A

What exactly is M&A due diligence?

A wellconceived merger or acquisition holds out the promise of enriching both the buyer and the seller. And in virtually every merger or acquisition from multi-billion dollar international headliners to hometown alliances that barely cause a ripple it is the due diligence process that holds the key to that promise.

The Art of M&A Due Diligence will help you uncover potential problems before they become costly eleventh hour surprises. This step-by-step, well-organized guidebook tells you where to look and what to look for when conducting M&A due diligence. Over 400 pages of questions and answers, checklists, sample documents, cases, and more make it today's most comprehensive sourcebook for understanding every aspect of M&A due diligence and guaranteeing yourself an effective, successful due diligence program.

What are the buyer and seller really concerned about when negotiating the acquisition agreement?

An essential reference for anyone involved in purchasing an ongoing business and also invaluable to executives on the sell-side The Art of M&A Due Diligence discusses:

Strategies to help control transactional risk and to predict postmerger risk exposure in three key categories financial, operational, and legal

Risk factors relating to management characteristics, operating characteristics, and financial stability

Current trends in international trade and customs, along with methods to conduct due diligence in global transactions

Intellectual property checkpoints

Questions to ensure discovery of environmental, health, safety, and labor exposure

Landmark legal cases, along with pertinent securities and tax laws

How can environmental liabilities affect financial projections?

Far too often, especially in today's litigious M&A environment, overlooked or missing data can be disastrous not just to the deal itself but to the company and its officers, directors, and shareholders. Fear of these risks can scare potential buyers away from pursuing extraordinarily lucrative alliances.

But these risks and concerns can be overcome by the application of an effective, conscientious due diligence process such as the one outlined in The Art of M&A Due Diligence. Let M&A experts Alex Lajoux and Charles Elson walk you through the many necessary stages and steps of the M&A due diligence process, show you how and where to seek out and counteract pitfalls, and help you dramatically increase the odds of long-term success for any organization, in any merger or acquisition.

About (he Authors

Alexandra Reed Lajoux has served for more than a decade as editor of Director's Monthly the official newsletter of the National Association of Corporate Directors, and was editor of Mergers & Acquisitions magazine. Lajoux is also the author of The Art of M&A Integration and coauthor of The Art of M&A Financing and Refinancing and The Art of M&A.

Charles M. Elson is the Edgar S. Woolord Jr. Professor of Corporate Governance and the Director of the Center for Corporate Governance at the University of Delaware. He is a current and former director of several public corporations, as well as a professor of law at Florida's Stetson University. Elson is Of Counsel, Holland & Knight LLP, and he has written widely on a variety of legal topics. He is a frequent speaker on corporate governance issues.

470pages

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