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Due Diligence and the Business Transaction

Getting a Deal Done

  • Book
  • © 2013

Overview

Authors:
  1. Jeffrey W. Berkman
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  • Due Diligence and the Business Transaction: Getting a Deal Done is a practical guide for conducting due diligence and making profitable use of the information gained.

  • It will save those buying or selling any privately held business time, money, and headaches.

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Table of contents (13 chapters)

  1. Front Matter

    Pages i-xii
    Download chapter PDF

  2. Introduction

    • Jeffrey W. Berkman
    Pages 1-6

  3. What Is Due Diligence?

    • Jeffrey W. Berkman
    Pages 7-24

  4. The Due Diligence Questionnaire

    • Jeffrey W. Berkman
    Pages 25-50

  5. Tailoring Due Diligence to the Transaction

    • Jeffrey W. Berkman
    Pages 51-78

  6. A Material Legal Issue Can Kill the Deal

    • Jeffrey W. Berkman
    Pages 79-92

  7. Has Due Diligence Created an Opportunity to Improve the Deal Terms?

    • Jeffrey W. Berkman
    Pages 93-128

  8. Applying Due Diligence Principles: The Franchise Purchase

    • Jeffrey W. Berkman
    Pages 129-166

  9. Resolving the Issues

    • Jeffrey W. Berkman
    Pages 167-210

  10. The Due Diligence Process and Pragmatic Considerations

    • Jeffrey W. Berkman
    Pages 211-230

  11. Due Diligence Plan for KMF Franchisee, LLC, Investment

    • Jeffrey W. Berkman
    Pages 231-238

  12. Due Diligence Questionnaire for KMF Franchisee, LLC

    • Jeffrey W. Berkman
    Pages 239-254

  13. Due Diligence Questionnaire for Overlook, Inc.

    • Jeffrey W. Berkman
    Pages 255-260

  14. Due Diligence Questionnaire for ABB, Inc.

    • Jeffrey W. Berkman
    Pages 261-268

  15. Back Matter

    Pages 269-276
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About this book

Due Diligence and the Business Transaction: Getting a Deal Done  is a practical guide to due diligence for anyone buying or selling a privately held business or entering into a major agreement with another company. 

When you’re buying a business, it’s wise to conduct due diligence. That's the process of investigating and verifying the firm’s finances, labor record, exposure to environmental issues, store of intellectual property, hard assets, ownership structure, and much more. If you don’t, you may later stumble into serious, costly problems, or you may pay an inflated price for the business. This book not only shows you how to conduct such an examination and what to look for, but it will also help you uncover hidden issues that some sellers might not want you to know about.

Conversely, this book shows smart business sellers how to conduct due diligence on their own firms to arrive at the right sales price, uncover issues that might scare off buyers or investors, solve lingering problems before a sale, and more. Done right, due diligence can help sellers ensure they sell the business for the best price and with the least risk. Due Diligence and the Business Transaction will help you understand when to conduct due diligence, whom to include, and how to spot the red flags that signal danger. In addition, you will learn:

  • How to conduct due diligence when contemplating a joint venture, business loan, franchise opportunity, or manufacturing deal
  • How to calibrate the correct scope and breadth of the due diligence investigation depending on your situation 
  • How the results of due diligence may and often will change the elements of the final deal
  • How to draft due diligence documents so they protect your interests
  • What successful deals look like
Corporate attorney and due diligence expert Jeffrey W. Berkman interweaves critical action points, guidelines and procedural steps, case studies, and due diligence questionnaires, checklists, and documents. The veteran of many business deals, Berkman's advice will help you avoid business-crippling mistakes and make the best deal possible.

About the author

Jeffrey W. Berkman, principal at the Berkman Law Firm, PLLC, has represented companies and investors in connection with domestic and cross-border corporate transactions, M&A, venture capital, private equity, secured financing, and other business transactions in the U.S., Asia, and Europe. He also provides corporate advice in a number of areas, including business formation, advising small and emerging businesses, start-up issues, partnership matters, drafting/reviewing licensing, distribution, vendor, employment and other commercial contracts, and providing advice on numerous other commercial/business law matters. Berkman is a director of Carmike Cinemas, Inc. (CKEC) as well as a director of several non-public companies in the U.S. and Asia. The Berkman Law Firm was chosen as a 2012 finalist by the New York Enterprise Report s Best Accountants and Attorneys for Privately Held Companies. Berkman writes extensively about business law issues relating to small and emerging businesses on his blog www.mybizlawyerblog.com, and he is a lecturer for continuing legal education classes and a presenter at a variety of seminars and business workshops. The Berkman Law Firm is a corporate/business law firm advising start-ups, emerging and established companies, investors and business ventures in a variety of industries, including high tech, Internet, e-learning, software and hardware development, call center/business process outsourcing, healthcare, real estate, and education.

Bibliographic Information

  • Book Title: Due Diligence and the Business Transaction

  • Book Subtitle: Getting a Deal Done

  • Authors: Jeffrey W. Berkman

  • DOI: https://doi.org/10.1007/978-1-4302-5087-6

  • Publisher: Apress Berkeley, CA

  • eBook Packages: Business and Economics, Business and Management (R0), Apress Access Books

  • Copyright Information: Jeffrey W. Berkman 2013

  • Softcover ISBN: 978-1-4302-5086-9Published: 21 November 2013

  • eBook ISBN: 978-1-4302-5087-6Published: 18 January 2014

  • Edition Number: 1

  • Number of Pages: VIII, 292

  • Number of Illustrations: 1 b/w illustrations

  • Topics: Business and Management, general

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