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The comprehensive and crystal-clear companion to making the right acquisition decisions and executing them well:
About the authors
1 The foundations
Bad news … most acquisitions fail
Planning for success
Strategic and acquisition planning
Acquisition target evaluation
Getting it right
2 Finding candidates
Running an acquisition search
Identify the universe of acquisition candidates
Screen potential targets
Draw up a shortlist
Make an approach
3 Preliminary negotiations
The confidentiality agreement
The letter of intent
Enforceability of the letter of intent
4 Working with advisers
Who does what?
Before involving advisers
When to involve advisers
The advisory team
Terms of reference
Day-to-day management of advisers
The final report
5 The integration plan
The golden rules of acquisition integration
The integration plan
6 Investigating the target
What is due diligence about?
When should you do it?
Be prepared for obstacles
Remember: the target will have prepared
How do I know what due diligence to do?
Who does due diligence?
What do I do?
Get the right team
Other points to watch
Commercial due diligence
Why carry out both CDD and FDD?
Valuation is not best left to the experts
There is no single number
The valuation process – a summary
Valuation is not just about modelling
Dealing with tactical ploys
Splitting the difference
Dealing with pressure devices
The green light
Learn to recognise and return signals
What to do when ‘win-win’ will not work
9 The sale and purchase agreement
Why is a contract necessary?
Warranties and indemnities
Alternatives to contractual warranties and indemnities
Appendix A Checklist for a financial due diligence investigation
Appendix B Checklist for legal due diligence