Takeovers Law and Strategy PDF Download
Are you looking for read ebook online? Search for your book and save it on your Kindle device, PC, phones or tablets. Download Takeovers Law and Strategy PDF full book. Access full book title Takeovers Law and Strategy by Rodd Levy. Download full books in PDF and EPUB format.
Author: Rodd Levy
Publisher:
ISBN: 9780455229805
Category : Consolidation and merger of corporations
Languages : en
Pages : 500
Get Book Here
Book Description
Covers more than 70 new decisions of the Takeovers Panel relating to issues such as truth in takeovers, associations, downstream acquisitions, standstills and lock-up devices. Rodd Levy, Melbourne University.
Author: Rodd Levy
Publisher:
ISBN: 9780455502533
Category :
Languages : en
Pages : 0
Get Book Here
Book Description
Author: Rodd Levy
Publisher:
ISBN: 9780455229805
Category : Consolidation and merger of corporations
Languages : en
Pages : 500
Get Book Here
Book Description
Covers more than 70 new decisions of the Takeovers Panel relating to issues such as truth in takeovers, associations, downstream acquisitions, standstills and lock-up devices. Rodd Levy, Melbourne University.
Author: Rodd Levy
Publisher: Lawbook Company
ISBN:
Category : Business & Economics
Languages : en
Pages : 304
Get Book Here
Book Description
Practical guide to the laws and procedures relevant to takeover bids in Australia. Examines strategies and tactics for bidders and target companies and considers all steps involved in a takeover. Analyses the requirements of Corporations Law, the Foreign Acquisition and Takeovers Act, the Listing Rules of the Australian Stock Exchange, the Trade Practices Act and other relevant legislation. The law discussed is at 18 December 1995. Includes an index, table of cases, table of statutes. The author is a partner in Freehill Hollingdale & Page, Melbourne.
Author: Francis Okanigbuan Jnr
Publisher: Routledge
ISBN: 042989578X
Category : Law
Languages : en
Pages : 223
Get Book Here
Book Description
This book examines the effectiveness of corporate takeovers. The dominant ideologies of corporate takeovers include synergistic gains and its managerial disciplinary role. These dominant themes are being undermined by the challenges of costly acquisitions. The UK Takeover Code is a regulatory response to the role of managers of target companies only. Also, the regulatory framework for takeovers in the United States is largely focused on target companies. The book demonstrates that managements can influence the role of takeovers, thereby undermining its synergistic and disciplinary values. Presenting an identification and evaluation of the limits of current regulatory and judicial control over the role of management during takeovers in the UK and the US -Delaware, it will identify the relevance of institutional control as an effective mechanism for addressing the challenges of managerial influence over takeover functions. It will also identify how the role of managements can be addressed with the complementary benefit to shareholder and employee interests; thereby challenging the shareholder/ stakeholder primacy debate in corporate law, particularly in relation to takeovers. This book will be essential reading for scholars and students interested in the market for corporate control, corporate law and company law.
Author: Nuno Fernandes
Publisher: Springer
ISBN: 3030122166
Category : Business & Economics
Languages : en
Pages : 102
Get Book Here
Book Description
In a business climate marked by escalating global competition and industry disruption, successful mergers and acquisitions are increasingly vital to the growth and profitability of many corporations. If history is any guide, 60 to 70 per cent of new mergers will fail – and will destroy shareholder value. To date, analyses of the M&A failure rate tend to focus on individual causes – e.g., culture clashes, valuation methods, or CEO overconfidence – rather than examining the problem holistically. The Value Killers is the first book based on a holistic analysis of successful and unsuccessful transactions. Based on research, interviews with top executives, and case studies, this book identifies the key causes of failures and successes and offers prescriptions to increase the odds that future transactions will deliver all the anticipated synergies. The Value Killers offers practical advice in the form of 5 Golden Rules. These rules will help managers and boards to ensure that target companies are properly valued; potential synergies and risks are identified in advance; checks and balances are installed to make sure that the pros and cons of the transaction are rationally and objectively evaluated; mechanisms are created that will trigger termination of bad deals; and obstacles to successful post-merger integrations are assessed (and solutions developed) before the deal closes. Each chapter includes questions for executives considering future M&As to allow them to see whether they are on the right track or not.
Author: Craig B. Smith
Publisher:
ISBN:
Category : Consolidation and merger of corporations
Languages : en
Pages : 388
Get Book Here
Book Description
Author: Athanasios Kouloridas
Publisher: Bloomsbury Publishing
ISBN: 1847314295
Category : Law
Languages : en
Pages : 338
Get Book Here
Book Description
This book studies takeovers from the acquirer's perspective. More precisely the book focuses on the legal and regulatory treatment of the risks faced by the acquiring company shareholders in takeovers. The identified risks are categorised into two main groups: first, risks generated by managerial choices and second, regulatory or external risks. The analysis considers the legal context but also draws on the economic literature, seeking to map the area under consideration and to suggest measures to improve the present position from both a law and economics perspective. More specifically, the book examines various methods of protecting the acquiring shareholders against value-decreasing or self-interested acquisitions, such as the class transaction rules, fiduciary duties, the acquiring directors' responsibilities under the Takeover Code, the court scheme procedure, the role of institutional shareholders and reward strategies, and methods of making the acquiring directors more exposed to the discipline of the market. The effects of the choice of the medium of payment are also covered. In addition, it covers the Code's position with regard to auction situations and seeks to identify ways of addressing the acquiring shareholders' interests in auctions, including auctions where buyout teams or white Knights are involved. Moreover it identifies situations where deviations from horizontal equality rules, which increase takeover premia, are or should be recognised. To that effect the Code's rules on mandatory bids, the determination of the price and the form of payment offered, partial offers and squeeze outs are considered. In addition, it covers the Code's position with regards to auction situations and seeks to identify ways of addressing the acquiring shareholders' interests in auctions, including auctions where buyout teams or White Knights are involved. Moreover it identifies situations where deviations from horizontal equality rules, which increase takeover premia, are or should be recognised. To that effect the Code's rules on mandatory bids, the determination of the price and the form of payment offered, partial offers and squeeze outs are considered. The analysis covers both hostile and friendly situations. In relation to hostile takeovers, the legal and regulatory framework of toehold strategies is analysed (Code's requirements, Disclosure Rules and Companies Act disclosure requirements etc). Market Abuse issues in relation to stake building are also highlighted. In relation to friendly takeovers the operation of lock-up agreements and break fees (Code's requirements, fiduciary law, financial assistance and other contract law concerns), is also explored. Finally, the Panel's position on adverse changes, pre-conditions and conditions which the offer can be subject to and the bidder's exposure to Material Adverse Change risk are assessed. The book discusses developments in the area under consideration including the Takeover Code regime after the implementation of the Takeover Directive and the Companies Act 2006.
Author: Fleisher
Publisher: Aspen Publishers
ISBN: 9780735594142
Category : Law
Languages : en
Pages : 2908
Get Book Here
Book Description
Takeover Defense, Mergers and Acquisitions is the must-have resource for attorneys representing any target--or potential target--of takeover activities. This one-of-a-kind reference provides: In-depth analysis of all significant laws, rules, cases, issues and tactics State-of-the-art practical guidance, including valuable forms and exhibits A truly unique focus on the concerns of public companies facing challenges by activists, hostile bids, or those planning strategic mergers and acquisitions Expanded full treatment of merger and sale transactions Takeover Defense, Mergers and Acquisitions, the re-titled Seventh Edition of Takeover Defense is the only treatise on corporate acquisitions written specifically from the viewpoint of the target corporation. And the new change of title reflects the expanded full treatment of merger and sale transactions --whether or not triggered by a hostile takeover bid. Providing authoritative guidance on every aspect of planning for an M&A transaction, or defending against, and seeking alternatives to a hostile takeover, this resource stands out as the most comprehensive and up-to-date guide currently available. If you don't have the answers to these crucial questions--you might have trouble: In the brave new world of government bail-outs, what are the rules for executive compensation and how should boards react? What is the new paradigm for acquisition agreements to address financing difficulties? How are reverse breakup fees, damage parameters and financing outs used and drafted? How has an SEC rule change caused a resurgence of tender offers? What is new in tender offer rules and tactics, including the use of top-up options? How should management and boards deal with the proxy advisory firms and institutional investors? How have shark repellents been attacked and dismantled by activists? What are the consequences and what are the board's options? Can the board resort to self-help in adopting by-law changes without a shareholder vote? What type of advance notice by-law should the company have? Proxy contests, both traditional and "short-slate" campaigns, have become much more frequent--how should boards prepare and respond? What is the effect of having a "majority voting" standard and how should it be defined? What will be the effect of proxy access and elimination of broker discretionary voting? What are the current rules defining the fiduciary duties of directors in considering unsolicited bids or strategic mergers and what courses of action are available to the board? What are the permissible techniques for selling a company? When do "go-shops" make sense? Can a buyer "lock-up" a deal with a control shareholder? How do antitrust considerations affect the board's options and strategy? What is the state of the art in poison pills? What is the utility and appropriateness of adopting an NOL (net-operating loss) poison pill?
Author: Ingrid Landau
Publisher: Melbourne Univ. Publishing
ISBN: 0522864104
Category : Business & Economics
Languages : en
Pages : 357
Get Book Here
Book Description
Employee share ownership has the potential to generate a culture of enterprise and innovation, and build national wealth and savings. This book is the culmination of a multi-year research project funded by the Australian Research Council and represents the first detailed discussion of the theory, policy and practice of employee share ownership plans (ESOPs) in Australia. The topics examined in the book are key legal and policy issues relevant to ESOPs, the current incidence and forms of ESOPs in Australia, the corporate law and taxation law frameworks, why employers implement ESOPs and why employees participate in them, international comparisons, and recommendations for reform.
Author: Steven M. Davidoff
Publisher: John Wiley & Sons
ISBN: 0470919027
Category : Business & Economics
Languages : en
Pages : 391
Get Book Here
Book Description
An engaging exploration of modern-day deals and deal-making Gods at War details the recent deals and events that have forever changed the world of billion-dollar deal-making. This book is a whirlwind tour of the players determining the destiny of corporate America, including the government, private equity, strategic buyers, hedge funds, and sovereign wealth funds. It not only examines many of the game-changing takeover events that have occurred in the past years, but also puts them into context and exposes what is really going on behind the scenes on Wall Street. Gods at War completely covers the strategic issues that guide the modern-day deal, and since they unfold under the shadow of the law, it also focuses on the legal aspects of deal-making and takeovers. Each chapter unfolds through the lens of a recent transaction, from the battle between Yahoo! and Microsoft to the United Rental/Cerberus dispute Provides in-depth explanations and analysis of the events and actors that have shaped this fast-moving field Examines the federal government's regulation by deal approach to saving the financial system and explains the government's biggest "deals", including its bail-outs of AIG, Bank of America, and Citigroup Filled with in-depth insights that will enhance your understanding of this field, Gods at War offers an engaging look at deals and deal-makers in the context of recent historical events. It's a book for those who want to understand deals, takeovers, and the people and institutions who shape our world.
