Mergers, Acquisitions and Corporate Restructuring

Corporate Restructuring & Mergers and Acquisitions provides a comprehensive and systematic understanding of the major concepts, processes and practices involved in corporate restructuring and M&A. The book brings together strategic, financial, accounting, legal, taxation, regulatory and human-resource perspectives, enabling readers to understand M&A not merely as a financial transaction but as a complex process of corporate transformation. Corporate Restructuring & Mergers and Acquisitions provides a comprehensive and systematic understanding of the major concepts, processes and practices involved in corporate restructuring and M&A. The book brings together strategic, financial, accounting, legal, taxation, regulatory and human-resource perspectives, enabling readers to understand M&A not merely as a financial transaction but as a complex process of corporate transformation. The book covers various methods of restructuring, including joint ventures, sell-offs, spin-offs, divestitures, equity carve-outs, management buyouts, master limited partnerships and employee stock ownership plans. It explains the complete M&A process, from identification and evaluation of targets to negotiation, deal closure and post-merger integration, along with the organisational and human challenges that influence the success of transactions. Special attention is given to takeovers and takeover defences, including hostile takeover approaches, poison pills, shark repellents, white knights, greenmail, coercive offers and anti-takeover amendments. The book also examines the legal and regulatory framework governing M&A in India, including the Companies Act, Competition Act and SEBI regulations. The financial aspects of M&A are explored through detailed discussions on accounting for mergers, AS 14, due diligence, exchange ratios, synergy, merger costs and benefits, and different approaches to business valuation. Readers are introduced to asset-based, income-based and market-based valuation techniques, including Discounted Cash Flow, equity and firm valuation, stable-growth and two-stage-growth models, dividend yield, capitalization, comparable-company and transaction analysis methods.