http://www.loc.gov/mods/v3 http://www.loc.gov/standards/mods/v3/mods-3-2.xsd
a professional guide to accounting arbitrations
"M & A Disputes takes you inside the dispute resolution process to help you put together the many "moving parts" necessary to obtain a successful outcome. With deep insight from experts in the field--including valuable advice from the arbitrator's perspective--this book guides you through the entire process to explore the variables at work. The high volume of M & A transactions makes post-closing price adjustment provisions and accounting arbitrations a critical part of doing business. Yet, the field is opaque to non-practitioners and important issues can be easily misunderstood without specific knowledge and experience. A resulting award can make or break a transaction; an intimate understanding of the process's inner working can help you plan your position to the greatest advantage. This book explores the many factors that that contribute to a successful resolution across the entire transaction life cycle from contract negotiation through the dispute phase including due diligence, determination of the target net working capital, conception and closing of the purchase agreement, post-closing negotiation and dispute resolution, the impact of accounting practices, guidance, and documentation as well as relevant auditing concepts, and various facts and circumstances surrounding the target business and the transaction that need to be considered."--Publisher's description.
Part 1. The M & A Dispute Framework. Introduction to M & A Disputes ; The Post-Closing Adjustment and Dispute Process ; Post-Closing Net Working Capital Adjustments -- Part 2. The Core concepts and issues. The Nature of GAAP ; Past Practices in Accordance with GAAP ; Target Net Working Capital ; Transaction Specific Adjustments ; Audited Financial Statements and Auditing Concepts ; Subsequent Events, New Positions, and New Information -- Part 3. The Accounting Arbitration. Mitigation of Post-Closing Purchase Price Disputes ; Selection and Retention of an Accounting Arbitrator ; The Parties' Initial Submissions ; Further Submissions, Proceedings, and Considerations ; The Arbitration Award -- Part 4. The Disputed Items. Overview of Disputed Items ; Inventory ; Accounts Receivable ; Contingent Liabilities ; Revenue Recognition and Expense Accruals -- Part 5. Other Topics. Governing Agreements and Contractual Choices ; Interaction with Indemnification Provisions ; Other Mechanisms, Earn-Outs, and Locked Boxes ; International Considerations.
Includes bibliographical references and index.
Consolidation and merger of corporations
Hoboken, New Jersey : John Wiley & Sons, 2017