When structuring mergers and acquisitions, there's only one way to be sure that you've thought of all the tax and legal consequences: rely on Ginsburg and Levin as you plan, develop, and execute your strategies. In four information-packed volumes these expert practitioners offer: solutions to real-life M&A problems, step-by-step analysis of typical and non-typical transactional permutations, and checklists, flow charts, and other at-a-glance practice materials. Whether you represent the buyer, the seller, or another interested party, you can go straight to a model agreement that gives you: - A complete document structured to embody your client's interest - Clauses addressing a wide variety of specific situations - Specific language for even the smallest variations you're likely to encounter. From the moment you start examining proposed acquisitions, Ginsburg and Levin are there for you. They spell out what to look for as you evaluate ways of structuring the transaction--essential considerations such as: - taxable vs. tax-free acquisitions - double tax vs. single tax on sellers - stepped-up basis vs. carryover basis for acquired assets - deductibility of interest on amounts borrowed to pay for an acquisition - allocating to covenants not to compete and other intangibles - obtaining the benefits of NOLs and other tax attributes - acquiring, or being acquired by a subchapter S corporation - handling stock options and other executive compensation - SEC considerations - accounting rules - fraudulent conveyance pitfalls...and much more, with clear, situation-based strategic guidance that uses all available laws to ensure the most favorable tax and legal outcomes for your client. Mergers, Acquisitions and Buyouts is also available as a print and CD-ROM combination offer. The CD's are linked to cases, the IRS Code, Treasury Regulations, and Revenue Rulings
... MD New York City George F. Boutros President and CEO Matthew G. L'Heureux Managing Director Cell Therapeutics ... Slate , Meagher & Flom LLP Los Angeles Helane L. Morrison Assistant District Administrator San Francisco District ...
"Simply the most important new stock book of the 1990s, to date. Buy it and read it." -Kenneth L. Fisher Forbes The runaway bestseller-updated with new material included for the...
In addition to its coverage of agency and partnership, the new edition of Agency and Partnership Law adds coverage of limited liability partnerships and limited liability companies. Because the authors...
本书在总结前人企业文化整合研究的基础上,介绍了研究目的与意义、国内外研究现状、研究方法、主要内容与创新点,同时对企业并购理论、企业文化理论、企业文化整合理论和综合评价的方法等相关理论基础分别进行了阐述。
�《制度嵌入的中_企_跨_并_后整合与能力重构研究》_制度_角_察了企_跨境并_后整合_效,包括如下四_方面的__。第1,中_企_跨境并_失__多的原因是什么?是否和跨境并_后整合不足有_?第2,如果失_是由整合不足造成的,那么是什么原因_致了跨_并_后整合失_率_高呢?是与_道_的_慎_度有__?第三,如果跨_并_后整合失_率_高与_道_的_慎_度有_,那么_道_制度_境是如何影_跨_并_后整合的?第四,面__道_制度_境_于跨_并_的影_,企_如何在跨_并_后整合中适__一_境?并_后如何构建基于制度_境_角下的企_核心能力?
When the Machine Stopped: A Cautionary Tale from Industrial America
The former CEO of Natomas describes Diamond Shamrock's hostile takeover of his company, examines the results of the action, and speculates on the impact of the Reagan administration's relaxed antitrust...
Managing Mergers and Acquisitions: A European Perspective
Non-horizontal Mergers: Law and Policy
The Effectiveness of Antitrust Policy Towards Horizontal Mergers