Selling the Intangible Company by Metz, Thomas -- Read -- Imperial Library of Trantor

Index

Praise Title Page Copyright Page Dedication Preface

OVERVIEW OF THE BOOK AN ADVANCE APOLOGY

Acknowledgements Chapter 1 - Intangible Companies—Who are These Guys?

WHAT IS AN INTANGIBLE COMPANY? WHY ARE COMPANIES ACQUIRED? WHY ARE COMPANIES SOLD? WHEN ARE COMPANIES SOLD? THE NUANCES OF SELLING AN INTANGIBLE COMPANY SUMMARY

Chapter 2 - Debunking the Myths of Selling the Intangible

THE MYTH OF INTRINSIC VALUE THE MYTH OF A NARROW VALUE RANGE THE MYTH OF REVENUE MULTIPLES THE MYTH OF LIQUIDITY THE ROLODEX MYTH THE MYTH OF BIG BUYERS THE MYTH THAT SMALL M&A IS LIKE BIG M&A THE MYTH THAT THE CEO SHOULD SELL THE COMPANY SUMMARY

Chapter 3 - The Sale Process

MAKE SURE THE SELLER UNDERSTANDS THE PROCESS THE NEGOTIATED SALE THE TYPICAL TIME FRAME FOR A DEAL ANOTHER APPROACH: THE TWO-STEP AUCTION THE RESTART HOW TO HANDLE CONFIDENTIALITY SUMMARY

Chapter 4 - Preparing a company for Sale

IMPROVE PROFITABILITY AND OPERATIONS GET YOUR HOUSE IN ORDER REDUCE RISKS SELLING JUST TECHNOLOGY SUMMARY

Chapter 5 - Who are the Best Buyers?

REASONS BUYERS BUY CATEGORIES OF BUYERS IDENTIFYING THE RIGHT BUYERS VIEWING A MARKET SPACE CONTACTING BUYERS MARKETS ARE ALWAYS MOVING THE PERILS OF POLARIZED MARKETS SUMMARY

Chapter 6 - Public or Private—Pros and Cons

WHAT TO CONSIDER WHEN SELLING TO A PUBLIC COMPANY WHAT TO CONSIDER WHEN SELLING TO A PRIVATE COMPANY SUMMARY

Chapter 7 - The Concept of Value

VALUE IS NOT NECESSARY REVIEWING THE MYTHS WHAT IS A MARKET? TYPES OF VALUE THE TIME PREMIUM TRADITIONAL VALUATION METHODS RULES OF THUMB FOR DETERMINING VALUE HOW A BUYER DETERMINES PRICE OPTIMUM PRICE VS. MARKET STAGE SUMMARY

Chapter 8 - The Poker Game of Negotiations

THE NEGOTIATING PROCESS GOOD NEGOTIATING STRATEGIES KNOW YOUR OPPONENT UTILIZE GAME THEORY THE OPENING GAMBIT—SETTING A PRICE COMMUNICATION DYNAMICS NEGOTIATIONS DO NOT HAVE TO BE LOGICAL NEGOTIATING RULES AND TACTICS COMMON NEGOTIATING MISTAKES MANAGING AND GENERATING ALTERNATIVES SUMMARY: IS NEGOTIATING AN ART?

Chapter 9 - The Challenges and Opportunities of Selling

ROADBLOCKS, OBSTACLES, AND DEAL KILLERS SHAREHOLDER AND MANAGEMENT ISSUES PROBLEMS ON THE BUYER’S SIDE WHY COMPANIES DO NOT SELL RESPONDING TO AN UNSOLICITED OFFER SUMMARY

Chapter 10 - The Problem with CEOs

FOUNDER LEAVES $50 MILLION ON THE TABLE COMMON ISSUES 18 REASONS WHY A CEO SHOULD NOT SELL HIS OR HER OWN COMPANY A TALE OF TECH HUBRIS SUMMARY

Chapter 11 - Structuring the Transaction

SELLING ASSETS SELLING STOCK FORMS OF PAYMENT CREATIVE STRUCTURING CONSULTING CONTRACTS AND NONCOMPETE AGREEMENTS A FEW OTHER ISSUES BUYER ACCOUNTING FOR THE ACQUISITION SUMMARY

Chapter 12 - Documenting the Deal

CRAFTING THE LETTER OF INTENT NAVIGATING THE DUE DILIGENCE PROCESS THE PURCHASE AGREEMENT THE PRECLOSING PERIOD SUMMARY

Chapter 13 - Earnouts

WHEN EARNOUTS ARE APPROPRIATE WHEN EARNOUTS ARE NOT APPROPRIATE STRUCTURING TIPS SUMMARY

Chapter 14 - Using Investment Bankers and Third Parties

MAKING THE DECISION TO WORK WITH AN INTERMEDIARY CHOOSING THE RIGHT SIZE INVESTMENT BANKER FOR YOUR TRANSACTION A WORD ABOUT FEES PROBLEM BANKERS WORKING EFFECTIVELY WITH AN INVESTMENT BANKER CRITICAL DEAL SKILLS FOR INVESTMENT BANKERS FINDING THE RIGHT ATTORNEY AND ACCOUNTANT SUMMARY

Afterword A - The Beauty of Small Acquisitions B - Notes on International Deals C - How to Select an Investment Banker About the Author Index