Chapter 11

Structuring the Deal: Payment and Legal Considerations


This chapter introduces the deal structuring process and the interrelatedness of the factors that comprise the process. The focus in this chapter is on the form of payment (e.g., cash, stock, etc.), form of acquisition (e.g., assets or stock), and alternative forms of legal structures in which ownership is conveyed (e.g., mergers and special cases), as well as common postclosing organizations (e.g., holding companies) created to operate the acquired firm. How risk can be managed (e.g., collar arrangements) and consensus reached on purchase price also are discussed in detail as is the use of option and warrant takeover strategies. The chapter also addresses the potential ...

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