Mergers and Acquisitions

hkhkkhkjnjjjjjjjjjjjjjjjjjjjjjjjjjjjjjjjjjjjjjuried in the publishing details of this book is conformation that it is a translation from a German original: Handbuch Mergers & Acquisitions, published by Schäffer-Poeschel Verlag with a 2000 copyright date. Only the fact that all ten contributors to this tightly structured book came from German companies alerted me initially, though the predominantly German nature of some of the bibliographies, and the occasional mention of how German practice differs from EC law, are other factors. Thus there is a section on German Merger Control in the chapter on Merger Control, and on p. 224, we read: "Contrary to ... German law ... ." This should not matter much since the book is about international practice and, indeed, German exceptions may be relevant! All the contributors are well versed in the international financial scene, and the companies they work for, such as Freshfields Bruckhaus Deringer, Goldman Sachs, McKinsey and Siemans, are multi-nationals.

Professor Picot writes in his Preface, "Managers and M&A [Mergers and Acquisitions] advisers have to respond to increasing globalisation and new technological challenges, in particular in the areas of information and communication, as well as for the opening and deregulation of many markets." Mergers and acquisitions worldwide are radically changing the corporate landscape, and given the complex character of global undertakings and cross-border transactions, numerous economic, legal, technical and social tasks arise, all closely interlinked and embracing several sectors and disciplines. Company mergers and acquisitions thus involve considerable procedural difficulties. This book offers "For the first time ... an overall and interdisciplinary representation of the subject at the international level" (Preface).

As indicated by the sub-title, the approach taken by the book follows the usual course of a merger or acquisition transaction, from the planning stage, through implementation, to the post-merger stage. Starting with the economic and business law parameters, the book progresses to the interface between companies and the capital markets, and on to global tax planning and structuring, In Part 2: Implementation (Part 1 was Planning), the formation of the transactions agreement is considered against the background of business law, with the following chapters titled "Due Diligence", "Corporate Valuation" and "Merger Control". In Part 3: Integration, chapters cover post-merger

urpose - The strategic thinking behind numerous M&As is: "bigger is more important than better". Such logic is also followed in the growth strategies of many players who believe that increasing scale via M&As will bring sustainable competitive advantage and generate above-average financial performance and value creation for their shareholders. But numerous failed