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For buyers of a business or anyone involved in any phase of the due diligence process, Gordon Bing provides a unique, comprehensive, one-volume source of information and guidance. His book will help investors research, evaluate, and understand an existing or proposed business not only from a financial standpoint, but also from equally important nonfinancial standpoints. It provides a full explanation of the due diligence process, including systematic methods to determine the information you need, why you need it, and how to get it. Keyed to each topic, chapter by chapter, is a full list of specific questions that should be asked during due diligence proceedings to be studied beforehand and carried with you as a valuable on-the-spot reference. A unique, practical resource for professionals and a hands-on text for students in business schools and upper division undergraduate courses in mergers and acquisitions.
Chapters 1 and 2 discuss how to plan, organize, and conduct due diligence. In Chapter 3, Bing shows how to construct a list of the information and documents you will need. Chapter 4, by M&A attorneys James W. Ryan and Robert C. Beasley, deals with the legal aspects, responsibilities, and perils of performing or failing to perform due diligence. From there the book focuses on specific areas of due diligence inquiry-including management, marketing, human resource and other important functions-and helps you develop your own tailor-made investigation best suited to the company you are studying. The book concludes with a unique checklist of all the questions explained earlier-a manual you can study beforehand and then carry with you into meetings on site.
List of contents
Preface
Acknowledgments
Introduction
Planning Due Diligence
Conducting Due Diligence
Constructing the Checklist
Due Diligence from a Legal Perspective (by James W. Ryan and Robert C. Beasley)
Business Description and Basic Information
Critical Early Questions
Capital Structure and Ownership
Management
Products and Services
R & D and Technology
Real Estate and Facilities
Markets, Competition and Customers
Marketing
Pricing
Advertising and Public Relations
Manufacturing
Purchasing
Human Resources
Employee Compensation and Benefits
Corporate Culture
Legal
Information Systems
Budgeting and Planning
Insurance and Bonding
Environmental Issues
Debt and Banking
Investments and Cash Management
Taxes
Accounting General Questions
Accounting Policies
Cash
Accounts and Notes Receivable
Inventory
Fixed and Other Assets
Liabilities
Backlog and Income Recognition
Cost of Sales, Selling and Administrative Expenses
Intercompany Transactions
Investment Questions and Issues
Appendix: Checklist
Selected Bibliography
Index
About the author
Gordon Bing is a Houston-based independent consultant specializing in multimillion dollar acquisitions and mergers in a wide variety of industries. He is the author of numerous books, including Corporate Divestment, Corporate Acquisitions, Due Diligence Techniques and Analysis (Quorum, 1996), and Selecting Your Employer (Butterworth-Heinemann, 2006).
Summary
For buyers of a business or anyone involved in any phase of the due diligence process, Gordon Bing provides a unique, comprehensive, one-volume source of information and guidance.
