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Acquisition Essentials

Acquisition Essentials

A step-by-step guide to smarter deals
2nd Edition

Denzil Rankine, Peter Howson

Jan 2014, Paperback, 256 pages
ISBN13: 9781292000633
ISBN10: 1292000635
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The comprehensive and crystal-clear companion to making the right acquisition decisions and executing them well:

  • Acquisition is the most powerful corporate development tool available to companies and will therefore always be on the business agenda.
  • Very practical and easy to follow: diagrams, checklists and case studies throughout.
  • The authors have an accessible style and approach
  • The Audience: High level entrepreneurs, senior executives, directors, and business strategists.
  • Updates include: new and updated case studies, analysis of different types of company and how this could affect the transaction, a guide to working with external advisors.

About the authors


Publisher’s acknowledgements

1 The foundations


Bad news … most acquisitions fail

Planning for success

Strategic and acquisition planning

Acquisition target evaluation

Deal management

Integration management

Corporate development

Getting it right


2 Finding candidates


Running an acquisition search


Identify the universe of acquisition candidates

Screen potential targets

Draw up a shortlist

Make an approach


3 Preliminary negotiations


The confidentiality agreement

The letter of intent

Enforceability of the letter of intent


4 Working with advisers


Who does what?

Before involving advisers

When to involve advisers

Selecting advisers

The advisory team

Briefing advisers

Terms of reference


Liability caps

On appointment

Day-to-day management of advisers

The final report


5 The integration plan


The golden rules of acquisition integration

The integration plan

Post-acquisition review


6 Investigating the target


What is due diligence about?

When should you do it?

Be prepared for obstacles

Remember: the target will have prepared

How do I know what due diligence to do?

Who does due diligence?

What do I do?

Get the right team

Other points to watch

Commercial due diligence

Why carry out both CDD and FDD?

Financial investigations

Legal investigations


7 Valuation


Valuation is not best left to the experts

There is no single number

The valuation process – a summary

Valuation is not just about modelling

Calculating synergies

Valuation techniques


8 Negotiation


The basics


Starting discussions

Keeping control

Dealing with tactical ploys

Trading concessions

Splitting the difference

Dealing with pressure devices

Unblocking bottlenecks

Body language

The green light

Learn to recognise and return signals

What to do when ‘win-win’ will not work


9 The sale and purchase agreement


Why is a contract necessary?

The agreement

Warranties and indemnities


Alternatives to contractual warranties and indemnities

Cross-border issues



Appendix A Checklist for a financial due diligence investigation

Appendix B Checklist for legal due diligence


Denzil Rankine is chief executive and founder of AMR International, which has offices in London, Frankfurt and New York. Denzil has advised on agreed and hostile acquisitions and private equity transactions with values ranging up to $2 bn. Denzil is the author of four books on Mergers & Acquisitions.

Peter Howson is a director of AMR International, and has over 25 years' experience of M&A and business development both in industry and as an advisor. He is a qualified accountant and has an MBA from Manchester Business School.