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Due Diligence and the Business Transaction
Author: Jeffrey W. Berkman
Publisher: Apress
ISBN: 1430250879
Pages: 292
Year: 2014-01-18
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Due Diligence and the Business Transaction: Getting a Deal Done is a practical guide to due diligence for anyone buying or selling a privately held business or entering into a major agreement with another company. When you’re buying a business, it’s wise to conduct due diligence. That's the process of investigating and verifying the firm’s finances, labor record, exposure to environmental issues, store of intellectual property, hard assets, ownership structure, and much more. If you don’t, you may later stumble into serious, costly problems, or you may pay an inflated price for the business. This book not only shows you how to conduct such an examination and what to look for, but it will also help you uncover hidden issues that some sellers might not want you to know about. Conversely, this book shows smart business sellers how to conduct due diligence on their own firms to arrive at the right sales price, uncover issues that might scare off buyers or investors, solve lingering problems before a sale, and more. Done right, due diligence can help sellers ensure they sell the business for the best price and with the least risk. Due Diligence and the Business Transaction will help you understand when to conduct due diligence, whom to include, and how to spot the red flags that signal danger. In addition, you will learn: How to conduct due diligence when contemplating a joint venture, business loan, franchise opportunity, or manufacturing deal How to calibrate the correct scope and breadth of the due diligence investigation depending on your situation How the results of due diligence may and often will change the elements of the final deal How to draft due diligence documents so they protect your interests What successful deals look like Corporate attorney and due diligence expert Jeffrey W. Berkman interweaves critical action points, guidelines and procedural steps, case studies, and due diligence questionnaires, checklists, and documents. The veteran of many business deals, Berkman's advice will help you avoid business-crippling mistakes and make the best deal possible.
Mergers and Acquisitions in the Software Industry
Author: Karl Michael Popp
Publisher: BoD – Books on Demand
ISBN: 3732243818
Pages: 264
Year: 2013-08-21
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For mergers and acquisitions in the software industry this book lays the foundation for successful due diligence. Based on methodological foundations, a business model driven approach for due diligence is presented. The key difference between this book and other due diligence books: this book focuses on a business model driven approach, M&A processes, M&A organization and software industry specifics. The book focuses on four goals. First, it focuses on creating a holistic view of acquisition targets using business models. Second, the book defines differences of the software industry to other industries. Third, the book tries to lay the foundation for standardization of due diligence activities. It also analyses the right setup for acquirers to successfully carry out acquisitions. Fourth, it elaborates on typical business models, business ecosystems and partnerships in the software industry. Many examples from real life due diligence activities and many hints make this book a valuable resource for business professionals in mergers and acquisitions in all industries.
Due Diligence
Author: Peter Howson
Publisher: Gower Publishing, Ltd.
ISBN: 0566085240
Pages: 286
Year: 2003
View: 913
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Due diligence is one of the most important but least well understood aspects of the acquisition process. It is not, as many believe, a chore to be left to the accountants and lawyers. To get the best from it, due diligence has to be properly planned and professionally managed. This book is a comprehensive manual on getting due diligence right. It covers all aspects of the process from financial, legal and commercial due diligence right through to environmental and intellectual property due diligence. There are also useful chapters on working with advisers and managing due diligence projects. It also includes a number of checklists to help ensure that the right questions are asked.
Operations Due Diligence: An M&A Guide for Investors and Business
Author: James F. Grebey
Publisher: McGraw Hill Professional
ISBN: 0071778519
Pages: 272
Year: 2011-10-28
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The missing link to determining a company’s real value Most people at the M&A table know how to carry out financial and legal due diligence. Only the accomplished investors come prepared with an in-depth understanding of the complete due diligence process. Operations Due Diligence is a game-changing guide for investors who need a fully accurate determination on the sustainability of a business. Written by a hands-on operations executive who has successfully implemented process improvement programs at large and small businesses, this practical guidebook sets itself apart by providing a step-by-step strategy for analyzing the toughest area of a business to assess: its operations. Unlike financial and legal due diligence, there were no principles such as law and accounting to guide operations due diligence—until now. This turnkey approach, based on a pragmatic series of almost 400 questions, helps you accurately assess the infrastructures of a business’s customer satisfaction, production, information management, sales and marketing, organization, and personnel, as well as its finances and legal operations. For managers and business owners looking to improve the sustainability of their business, this guided inquiry serves as a thorough operations checklist to next-level performance. Whether you are an investor trying to capture a new opportunity with minimal risk or an executive struggling to improve your business, Operations Due Diligence gives you a distinct advantage by: Going a step further than most books and illustrating how to analyze your discoveries Using historic examples to make the lessons both understandable and memorable Clearly explaining how and why each sector is an important indicator of the long-term sustainability of a business Conveniently locating infrastructure summary questions at the end of chapters for quick reference Providing a document checklist so nothing gets overlooked at the negotiating table The highest-valued companies and their investors know that producing the best products and services isn’t enough. Survival depends on continually improving infrastructure through Operations Due Diligence.
The Cybersecurity Due Diligence Handbook
Author: John Reed Stark
Publisher: BookBaby
ISBN: 1483571505
Pages: 78
Year: 2016-06-01
View: 244
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Show me a company with weak cybersecurity and I will show you a company with lackluster corporate governance, anemic C-suite leadership and head-in-the-sand operations. That is why there is a new, specialized and complex business demand in the corporate world: cybersecurity due diligence. Cybersecurity due diligence is rapidly becoming a critical factor of the decision-making calculus for a corporation contemplating a merger, acquisition, asset purchase or other business combination; an organization taking on a new vendor, partner or other alliance; or a private equity firm purchasing a new portfolio company. In every industry, cybersecurity weaknesses represent a significant threat to the operations, reputation and the bottom line of all companies, whatever their size and wherever their location. Poor cybersecurity at any company creates tremendous risk for any suitor who buys that company, merges with that company, partners with that company or hires that company as a vendor. The mantra underlying cybersecurity due diligence concerns is simple: No matter what the terms, when adding, partnering or working with another enterprise, a company is taking on that company’s data troubles and attendant data risks. Consider corporate business combinations and corporate vendor management: Corporate Business Combinations. For corporate mergers and acquisitions and other changes in control, vigorous cybersecurity due diligence not only better informs deal terms and deal value but can also signal early deal-breakers, saving buyers from unforeseen financial costs, regulatory liabilities, technological integration headaches or even bankruptcy. Aside from offering additional opportunities to more closely assess the risk of business combinations, cybersecurity due diligence analysis can impact valuation and contracting issues as well. Without a fully developed understanding of a company’s cybersecurity profile, a company cannot: • Fully appreciate the value of another company, whether acquisition target, partner or vendor; • Meaningfully identify and execute whatever opportunities exist for strengthening cybersecurity; and • Thoughtfully draft data-related provisions in the transaction’s or vendor’s agreements, so that where possible, parties can implement post-transaction cybersecurity solutions. Corporate Vendor Management. For corporate vendor management, cybersecurity due diligence has become similarly essential. Given that cyber-attackers will often traverse a company’s network and gain entry into the networks of its vendors or vice versa, third-party vendors have become one of the more prevalent attack vectors in the most recent cyber-attacks, as cybersecurity shortcomings of third-party vendors have become a cybercriminal’s dream. Cyber risks are real and costly, and the most forward-thinking companies assess the cyber health and safety of an enterprise before committing to a significant investment or relationship. Likewise, a company or vendor can strengthen its attractiveness as a partner or a takeover target by conducting “self” cybersecurity due diligence to demonstrate the fitness of its enterprise. The stakes are extraordinarily high for everyone involved when contemplating cybersecurity. That is why I wrote The Cybersecurity Due Diligence Handbook. My goal is to present highly technical cybersecurity subject matter in plain English and to help due diligence teams identify and manage cybersecurity risk. I want to empower due diligence teams with a thorough and comprehensive reference resource – no matter how complex and dynamic the merger, acquisition, partnership, vendor relationship or other contemplated business combination and collaboration.
Software Due Diligence
Author: Christian Demant
Publisher: Springer-Verlag
ISBN: 3662530627
Pages: 307
Year: 2017-11-02
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Dieses praxisnahe Buch gibt einen Einblick in die Besonderheiten und vermeintlichen Geheimnisse der Softwareentwicklung. Dabei werden Methoden aufgezeigt, um die in der Softwareentwicklung versteckten Vermögenswerte zu ermitteln und transparent zu machen. Software durchdringt immer mehr Bereiche in Industrie und Wirtschaft. IT-Management und Softwareentwicklung, die aktuell vielerorts noch als reine Unterstützungs-Funktionen betrachtet werden, könnten sich im Zuge der Digitalisierung in den nächsten Jahren in vielen Unternehmen zu Kernkompetenzen entwickeln. Um hierfür die aus unternehmerischer Sicht richtigen Weichenstellungen vornehmen zu können, ist eine Positionsbestimmung die Voraussetzung. Die Zielgruppen Das Buch richtet sich an Wirtschaftsprüfer, Steuerberater, Investoren, Business-Angels, M&A-Verantwortliche bei Banken sowie Inhaber und Geschäftsführer von Softwareunternehmen oder Unternehmen, in denen die Softwareentwicklung einen wesentlichen Beitrag zur Wertschöpfung liefert.
Checklists for Due Diligence
Author: Peter Howson
Publisher: Gower Publishing, Ltd.
ISBN: 0566088622
Pages: 144
Year: 2008
View: 1256
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Designed to help you make your due diligence process as smooth and effective as possible, this collection of checklists by acknowledged expert, Peter Howson, will ensure you manage the risk aspects of any acquisition. The author takes you through the due diligence process itself from legal, financial and commercial to employment and IT, and guides you through the collection. Each checklist includes a short introduction that enables you to make the best use of the material.
The Software Industry
Author: Peter Buxmann, Diefenbach, Thomas Hess
Publisher: Springer Science & Business Media
ISBN: 3642315097
Pages: 224
Year: 2012-09-12
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Whether ERP software, office applications, open-source products or online games: In terms of its economic characteristics, software differs fundamentally from industrial goods or services. Based on the economic principles and rules of the software industry, the book reveals strategies and business models to software vendors that comprise cooperation, distribution, pricing and production and industrialization strategies, as well as software as a service and platform concepts. Further aspects including the outsourcing behavior of software vendors and users; providing business software as open source software; selecting software; and the value chains in the software industry are also addressed. Based on a number of expert meetings, it contains numerous case studies and new empirical findings. Target audience of the book are professionals and executives from the software, consulting and IT branches as well as students and scholars of business administration, computer science, business and industrial engineering.
Conducting Due Diligence
Year: 2006
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Checklists for Due Diligence
Author: Peter Howson
Publisher: Gower Publishing, Ltd.
ISBN: 0566088622
Pages: 144
Year: 2008
View: 1083
Read: 637
Designed to help you make your due diligence process as smooth and effective as possible, this collection of checklists by acknowledged expert, Peter Howson, will ensure you manage the risk aspects of any acquisition. The author takes you through the due diligence process itself from legal, financial and commercial to employment and IT, and guides you through the collection. Each checklist includes a short introduction that enables you to make the best use of the material.
Due Diligence
Author: David Roodman
Publisher: CGD Books
ISBN: 1933286539
Pages: 275
Year: 2012-01-01
View: 769
Read: 420
The idea that small loans can help poor families build businesses and exit poverty has blossomed into a global movement. The concept has captured the public imagination, drawn in billions of dollars, reached millions of customers, and garnered a Nobel Prize. Radical in its suggestion that the poor are creditworthy and conservative in its insistence on individual accountability, the idea has expanded beyond credit into savings, insurance, and money transfers, earning the name microfinance. But is it the boon so many think it is? Readers of David Roodman's openbook blog will immediately recognize his thorough, straightforward, and trenchant analysis. Due Diligence, written entirely in public with input from readers, probes the truth about microfinance to guide governments, foundations, investors, and private citizens who support financial services for poor people. In particular, it explains the need to deemphasize microcredit in favor of other financial services for the poor.
Intellectual Property in Consumer Electronics, Software and Technology Startups
Author: Gerald B. Halt, Jr., John C. Donch, Amber R. Stiles, Fesnak Robert
Publisher: Springer Science & Business Media
ISBN: 1461479126
Pages: 241
Year: 2013-09-14
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This book provides a comprehensive guide to procuring, utilizing and monetizing intellectual property rights, tailored for readers in the high-tech consumer electronics and software industries, as well as technology startups. Numerous, real examples, case studies and scenarios are incorporated throughout the book to illustrate the topics discussed. Readers will learn what to consider throughout the various creative phases of a product’s lifespan from initial research and development initiatives through post-production. Readers will gain an understanding of the intellectual property protections afforded to U.S. corporations, methods to pro-actively reduce potential problems, and guidelines for future considerations to reduce legal spending, prevent IP theft, and allow for greater profitability from corporate innovation and inventiveness.
Technology Due Diligence: Best Practices for Chief Information Officers, Venture Capitalists, and Technology Vendors
Author: Andriole (Authored), Stephen J.
Publisher: IGI Global
ISBN: 1605660191
Pages: 422
Year: 2008-08-31
View: 537
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Due diligence conducted around technology decisions is complex. Done correctly, it has the power to enable outstanding positive outcomes; done poorly, it can wreak havoc on organizations, corporate cultures, and markets. Technology Due Diligence: Best Practices for Chief Information Officers, Venture Capitalists, and Technology Vendors develops a due diligence framework for anyone resolving technology decisions intended to help their business achieve positive results. This essential book contains actual case studies that incorporate the due diligence methodology to assist chief information officers, venture capitalists, and technology vendors who wrestle with technology acquisitions challenges on a daily basis.
The AMA Handbook of Due Diligence
Author: William M. CRILLY, Andrew J. SHERMAN
Publisher: AMACOM Div American Mgmt Assn
ISBN: 0814413854
Pages: 832
Year: 2010-04-28
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The AMA Handbook of Due Diligence is the most complete guide available on how to properly perform a due diligence investigation — and radically improve the success rate of a pending corporate merger or acquisition. The new edition of this long-trusted resource includes a CD-ROM packed with almost 400 customizable forms and templates for recording and analyzing every possible operational or financial activity at any organization. Extensively revised and updated, the book reflects significant changes in the financial landscape such as the Sarbanes-Oxley Act. There are specialized sections on joint ventures, franchises, and outsourcing, as well as new legal memo and form requirements, including data room index, preliminary diligence memorandum, and the Hart-Scott-Rodino questionnaire. Thorough and easy to use, this essential resource will ensure that every “t” is crossed, every “i” dotted...and no mistakes left out on the table.
Achieving Post-Merger Success
Author: J. Robert Carleton, Claude Lineberry
Publisher: John Wiley & Sons
ISBN: 0787972916
Pages: 240
Year: 2004-07-16
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“The failure rate of mergers and acquisitions is unreasonable, unacceptable, and unnecessary,” say Claude S. Lineberry and J. Robert Carleton in this much-needed resource, which outlines their unique, proven, and practical process for increasing the success of mergers and acquisitions. Written for all those with a vested interest in the success of the deal—board of directors, executives, managers, employees, and shareholders—and based on years of research and real-world experience, Achieving Post-Merger Success is a down-to-earth guide that gives stakeholders the tools they need to Profile and assess corporate cultures Identify potential or actual culture clash barriers to a merger or acquisition Determine what to do to avoid, minimize, and resolve culture clash Plan for efficient and effective post-merger cultural integration of the two organizations

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