This book teaches the reader how to strike a strong Mergers & Acquisitions deal. It delves into an evaluation of the M&A strategy to inform the reader how M&A negotiations are carried out and how its outcome will affect the reader’s financial future. This book combines finance, business, and law, beginning with an overview and followed by an extensive discussion of various deal structures, such as asset sales, stock sales, complex structures, and mergers.
The reader will learn about the economic effects of M&A contract terms, modern techniques and mechanics of acquisition agreements, and legal framework on business strategies.
Harrison discusses mergers & acquisitions in the simplest form of language but still manages to sound professional. He explains complex transaction mechanics and lays out the rationale of each contract element. It is a recommendable book to learn about the fundamentals of M&A and how it works in the real world. The author does not fail to clearly discuss the market practices and the rationales supporting it, as well as provide references such as charts and examples for better understanding. The topics are divided into chapters, and if the reader wants to read up on a particular topic, the index is up for reference. Also, the book includes endnotes to provide further information about the topic currently discussed, which the reader can also use for further reading about it.
About the Author
CHRISTOPHER S. HARRISON is the founder of Sterlington, P.C., a legal solutions business in New York City. He is currently the Chief Investment Officer of The Falconwood Corporation. He earned a Juris Doctor degree, cum laude, from New York University School of Law, where he teaches courses on M&A as an adjunct professor.
Table of Contents
About the Author
CHAPTER 1: Introduction to Deal-Making
CHAPTER 2: Setting Up the Deal
CHAPTER 3: Architecture of the Acquisition Agreement
CHAPTER 4: Architecture of the Acquisition Agreement
CHAPTER 5: Purchase Price
CHAPTER 6: Representations and Warranties
CHAPTER 7: Covenants
CHAPTER 8: Closing Conditions
CHAPTER 9: Termination Rights
CHAPTER 10: Material Adverse Effect
CHAPTER 11: Equity and Debt Commitment Letters
CHAPTER 12: Financing Risk
CHAPTER 13: Topping a Public Merger
CHAPTER 14: Indemnities
CHAPTER 15: Dispute Resolution
CHAPTER 16: Structuring M&A Deals