Middle Market M & A
Handbook for Advisors, Investors, and Business Owners
(Sprache: Englisch)
An in-depth and practical exploration of middle-market mergers and acquisitions from leading experts in the field
In the newly revised Second Edition of Middle Market M & A: Handbook for Advisors, Investors, and Business Owners, mergers and...
In the newly revised Second Edition of Middle Market M & A: Handbook for Advisors, Investors, and Business Owners, mergers and...
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An in-depth and practical exploration of middle-market mergers and acquisitions from leading experts in the fieldIn the newly revised Second Edition of Middle Market M & A: Handbook for Advisors, Investors, and Business Owners, mergers and acquisitions experts Kenneth H. Marks, Christian W. Blees, Michael R. Nall, and Thomas A. Stewart deliver a comprehensive overview of mergers, acquisitions, divestitures, and strategic transactions of privately held companies with revenues between $5 and $500 million per year.
You'll discover the market trends, perspectives, and strategies commonly affecting business transitions in all phases of a deal, as well as the processes and core subject areas (e.g. valuation, structure, taxation, due diligence, etc.) required to successfully navigate and close transactions in the private capital markets.
The latest edition of this handbook includes new discussions about:
* The middle market landscape and the evolution and impact of private equity on the private capital markets
* The concepts of mergers and acquisitions from an owner's point of view
* Ways in which transition and value growth planning can optimize the value owners and investors can realize in sell-side and buy-side transactions
* New technologies being used in the M&A process
Perfect for advisors, investors, and business owners, the new edition of Middle Market M & A is a must-read roadmap of the strategic transaction landscape that provides solid, practical guidance for attorneys, accountants, investment bankers, corporate development, exit planners, investors, lenders and the owners, entrepreneurs, and leaders of middle market companies.
Inhaltsverzeichnis zu „Middle Market M & A “
Preface xxiiiAcknowledgments xxix
Part One Middle Market Overview 1
Chapter 1 The Middle Market 3
Performance and Impact 4
Definition 5
Characteristics of Middle Market Companies 7
Ownership 7
Access to and Use of Capital 8
Organization 8
Chapter 2 Private Capital Markets 11
Segmented Markets 12
How Market Players View Risk 17
Capital Providers 17
Owners' and Managers' Views of Risk/Return 18
Buyers 20
Market Activity 26
Chapter 3 Valuation Perspectives for the Private Markets 31
Private Business Valuation Can Be Viewed Through Different Standards of Value 32
Market Value 34
Investment Value 37
Fair Market Value 37
Fair Value 37
Incremental Business Value 38
Owner Value 38
LBO Value 39
Collateral Value 39
Book Value 39
Valuing Intangibles 39
Why the Different Versions of Value? 41
Valuation as a Range Concept 42
Value Worlds and Deals 43
Part Two For the Business Owner/Operator and Entrepreneur 45
Chapter 4 Transition, Succession, and Exit Planning 47
A Decision Framework 49
1. Owner Ambitions and Goals 50
2. Industry Cycle 51
3. Business Cycle 52
4. Company Foundation 53
A Team Approach 53
Chapter 5 Value Growth and Optimization 55
Increasing the Return on Invested Capital 57
Strategic Position 58
Customer Base 59
Cost Structure and Scalability 60
Working Capital 60
Human Capital 61
Reducing the Risk of Investment 62
Awareness and Planning 63
Growth Plans and Relative Position 63
Leadership Team 63
Predictability of Revenues and Earnings 65
Concentrations 65
Compliance 66
Keeping Current
... mehr
67
Ease the Transfer of Ownership 67
Financial Information 68
Contracts 69
Title to Assets 69
Corporate Structure and Attributes 70
Don't Lose Focus on the Core Business 70
Summary 71
Formula Definitions 72
Part Three The M&A Practice and Processes 75
Chapter 6 Practice Management 77
Primary M&A Advisors 78
Marketing the M&A Practice 80
Target Audience 80
Networking 81
Marketing and Advertising 81
Pretransaction Consulting 82
Valuation Services 82
Other Consulting Services 82
Becoming an Expert 82
Client Acceptance 83
Confidentiality 84
Client Engagement 84
Identification of the Parties 85
Scope of Service 85
Limitations and Disclosures 86
Fees-- Selling Advisor 86
Example Fee Structures 88
Termination and Tail 89
Buy-Side Engagements 89
Licensure Issues in the M&A Business 90
Chapter 7 Sell-Side Representation and Process 93
Selling Process Overview 93
Step 1: Preliminary Discussions with Seller 94
What Is the Transaction? 95
Value Expectations 95
Process 96
Step 2: Data Collection 97
Step 3: Industry Research and Identifying Buyers 100
Research Market Buyers 101
Step 4: The Marketing Book 101
Preparation 103
Seller Motivation 104
Financial Disclosures 105
Specific EBITDA Presentations 105
Ease the Transfer of Ownership 67
Financial Information 68
Contracts 69
Title to Assets 69
Corporate Structure and Attributes 70
Don't Lose Focus on the Core Business 70
Summary 71
Formula Definitions 72
Part Three The M&A Practice and Processes 75
Chapter 6 Practice Management 77
Primary M&A Advisors 78
Marketing the M&A Practice 80
Target Audience 80
Networking 81
Marketing and Advertising 81
Pretransaction Consulting 82
Valuation Services 82
Other Consulting Services 82
Becoming an Expert 82
Client Acceptance 83
Confidentiality 84
Client Engagement 84
Identification of the Parties 85
Scope of Service 85
Limitations and Disclosures 86
Fees-- Selling Advisor 86
Example Fee Structures 88
Termination and Tail 89
Buy-Side Engagements 89
Licensure Issues in the M&A Business 90
Chapter 7 Sell-Side Representation and Process 93
Selling Process Overview 93
Step 1: Preliminary Discussions with Seller 94
What Is the Transaction? 95
Value Expectations 95
Process 96
Step 2: Data Collection 97
Step 3: Industry Research and Identifying Buyers 100
Research Market Buyers 101
Step 4: The Marketing Book 101
Preparation 103
Seller Motivation 104
Financial Disclosures 105
Specific EBITDA Presentations 105
... weniger
Autoren-Porträt von Kenneth H. Marks, Christian W. Blees, Michael R. Nall, Thomas A. Stewart
KENNETH H. MARKS is Founder and Managing Partner of High Rock Partners, a boutique firm of strategic and M&A advisors. He is an expert in mergers, acquisitions, and financing of emerging growth and middle market companies.CHRISTIAN W. BLEES is President and CEO of BiggsKofford Certified Public Accountants and BiggsKofford Capital Investment Bank. He is the lead instructor of the Certified Merger & Acquisition Advisor (CM&AA) credentialing program.
MICHAEL R. NALL is Founder of Alliance of Merger & Acquisition Advisors and a recognized speaker on the valuation, growth, and sale of middle market companies.
THOMAS A. STEWART served as Executive Director of the National Center for the Middle Market, and Editor-in-Chief and Managing Director of Harvard Business Review.
Bibliographische Angaben
- Autoren: Kenneth H. Marks , Christian W. Blees , Michael R. Nall , Thomas A. Stewart
- 2022, 2. Aufl., 496 Seiten, Maße: 16 x 23 cm, Gebunden, Englisch
- Verlag: Wiley & Sons
- ISBN-10: 1119828104
- ISBN-13: 9781119828105
- Erscheinungsdatum: 04.10.2022
Sprache:
Englisch
Pressezitat
"Understanding how private businesses access capital for growth and successful owner transition is one of the most critical and least understood parts of the small and medium-sized business economy. This second edition of Middle Market M&A is a must read for anyone who needs to master the ever-evolving dynamics of the private capital marketplace. There is no better reference book for equity investors, private company owners and the advisors that unite them."--BRETT PALMER, President Small Business Investor Alliance (SBIA)
"Often overlooked or discussed only as an afterthought, Marks and his co-authors have focused on an increasingly important part of the vibrant M&A market -- the so-called 'middle market' where indeed the most deals take place. This market is huge as are the implications for buyers of mid-sized companies, their founders and sellers, the myriad advisors, investors and business school students. This book should be on the bookshelf of every one of those groups. This handbook provides not just an overview of the necessary elements for success in mid-market dealmaking, but is a rigorous and, importantly, up-to-date compendium of the broad range of issues that anyone dealing in this market will encounter."
--SCOTT MOELLER, Director, M&A Research Centre; Professor, University of London
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