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| Winning through Merger and Acquisition | |
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| Critical Values Shareholders Overlook | |
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| Stand-Alone Fair Market Value | |
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| Investment Value to Strategic Buyers | |
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| "Win-Win" Benefits of Merger and Acquisition | |
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| Building Value in a Nonpublicly Traded Entity | |
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| Value and Value Creation | |
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| Public Company Value Creation Model | |
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| Nonpublic Company Value Creation Model | |
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| Measuring Value Creation | |
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| Analyzing Value Creation Strategies | |
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| Competitive Analysis | |
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| Linking Strategic Planning to Building Value | |
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| Assessing Specific Company Risk | |
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| Competitive Factors Frequently Encountered in Nonpublic Entities | |
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| Merger and Acquisition Market and Planning Process | |
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| Common Seller and Buyer Motivations | |
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| Why Mergers and Acquisitions Fail | |
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| Sales Strategy and Process | |
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| Acquisition Strategy and Process | |
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| Due Diligence Preparation | |
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| Measuring Synergies | |
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| Synergy Measurement Process | |
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| Key Variables in Assessing Synergies | |
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| Synergy and Advanced Planning | |
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| Valuation Approaches and Fundamentals | |
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| Business Valuation Approaches | |
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| Using the Invested Capital Model to Define the Investment Being Appraised | |
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| Why Net Cash Flow Measures Value Most Accurately | |
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| Frequent Need to Negotiate from Earnings Measures | |
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| Financial Statement Adjustments | |
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| Managing Investment Risk in Merger and Acquisition | |
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| Income Approach: Using Rates and Returns to Establish Value | |
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| Why Values for Merger and Acquisition Should Be Driven by the Income Approach | |
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| Two Methods within the Income Approach | |
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| Establishing Defendable Long-Term Growth Rates and Terminal Values | |
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| Cost of Capital Essentials for Accurate Valuations | |
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| Cost of Debt Capital | |
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| Cost of Preferred Stock | |
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| Cost of Common Stock | |
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| Fundamentals and Limitations of the Capital Asset Pricing Model | |
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| Modified Capital Asset Pricing Model | |
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| Buildup Method | |
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| Summary of Ibbotson Rate of Return Data | |
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| International Cost of Capital | |
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| How to Develop an Equity Cost for a Target Company | |
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| Weighted Average Cost of Capital | |
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| Iterative Weighted Average Cost of Capital Process | |
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| Shortcut Weighted Average Cost of Capital Formula | |
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| Common Errors in Computing Cost of Capital | |
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| Market Approach: Using Guideline Companies and Strategic Transactions | |
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| Merger and Acquisition Transactional Data Method | |
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| Guideline Public Company Method | |
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| Selection of Valuation Multiples | |
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| Market Multiples Commonly Used | |
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| Asset Approach | |
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| Book Value versus Market Value | |
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| Premises of Value | |
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| Use of the Asset Approach to Value Lack-of-Control Interests | |
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| Asset Approach Methodology | |
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| Treatment of Nonoperating Assets or Asset Surpluses or Shortages | |
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| Specific Steps in Computing Adjusted Book Value | |
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| Adjusting Value through Premiums and Discounts | |
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| Applicability of Premiums and Discounts | |
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| Application of Premiums and Discounts | |
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| Apply Discretion in the Size of the Adjustment | |
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| Control versus Lack of Control in Income-Driven Methods | |
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| Other Premiums and Discounts | |
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| Fair Market Value versus Investment Value | |
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| Reconciling Initial Value Estimates and Determining Value Conclusion | |
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| Essential Need for Broad Perspective | |
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| Income Approach Review | |
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| Market Approach Review | |
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| Asset Approach Review | |
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| Value Reconciliation and Conclusion | |
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| Candidly Assess Valuation Capabilities | |
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| Art of the Deal | |
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| Unique Negotiation Challenges | |
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| Deal Structure: Stock versus Assets | |
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| Terms of Sale: Cash versus Stock | |
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| Bridging the Gap | |
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| See the Deal from the Other Side | |
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| Measuring and Managing Value in High-Tech Start-Ups | |
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| Key Differences in High-Tech Start-Ups | |
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| Value Management Begins with Competitive Analysis | |
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| Quantifying the Value of a Start-Up Company | |
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| Need for Additional Risk Management Techniques | |
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| Reconciliation of Value | |
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| Merger and Acquisition Valuation Case Study | |
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| History and Competitive Conditions | |
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| Potential Buyers | |
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| General Economic Conditions | |
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| Specific Industry Conditions | |
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| Growth | |
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| Computation of the Stand-Alone Fair Market Value | |
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| Computation of Investment Value | |
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| Suggested Considerations to Case Conclusion | |
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| Index | |