Mergers and Acquisitions : Business Strategies For Accountants合并与收购：会计师商业策略，2003年累积增补 下载 pdf 百度网盘 epub 免费 2025 电子书 mobi 在线

The 2006 Cumulative Supplement contains the following new chapters：

Chapter 2A： Preparing for and Executing Due Diligence

Appendix 2A。1： Illustrative Information Request： XYZ Software Co。

Chapter 3A： Divestitures

Appendix 3A。1： Illustrative Divestiture Timeline

作者简介：

William J。Gole is a business consultant， educator，and author of professional books and continuing professional education courses for accountants and other financial professionals。 From 1986 to 2003，he was a senior executive at a number of operating companies affiliated with The Thomson Corporation。Most recently，he was senior vice president，Planning and Business Development，at Thomson Healthcare，a $500 million information company serving healthcare professionals with database， newsletter， and medical education products。In that capacity he had responsibility for strategic planning and M&A activity，and managed the acquisition and divestiture of over fifty properties。

Prior to that assignment， he was senior vice president for Worldwide Sales and Services for Thomson Scientific， an internationally renowned scientific database publisher with offices in Philadelphia，San Diego， London，Tokyo，Seoul，and Singapore。In that role，he had responsibility for international sales，customer education， and customer service。 He has also held positions as president and chief executive officer of Frost & Sullivan， an international market research publisher； as publisher at the American Institute of CPAs； and as senior auditor with Coopers ＆ Lybrand。

Mr。Gole has authored or co-authored several books，including Guide to Small Business Consulting Engagements and Guide to Construction Contractors， published by Practitioners Publishing Company， and over twenty continuing professional education courses on accounting and consulting services。 He has also taught accounting and business courses at a number of colleges and universities in the New York metropolitan area， and currently teaches a course on International Business at Molloy College in Rockville Centre， New York。

Joseph M。 Morris is an accounting， tax， and general business consultant and an author of professional books for practicing accountants and other financial professionals。From 1988 to 1990， he was a project manager for the FASB。At the FASB，Mr。Morris was responsible for the major project on consolidations and related matters， which included accounting for consolidated financial statements and parent-subsidiary relationships， accounting for acquisitions，and accounting for joint ventures。He was also the FASB staff specialist in accounting for the software industry。

From 1966 to early 1999，he was senior vice president and chief financial officer and a member of the board of directors of ITEX Corporation，a publicly traded company， which provides diversified financial services and operates the largest organized commercial barter exchange。 Previously， he was vice president and corporate controller of Scientific Software-Intercomp，Inc。， a publicly traded NASDAQ company。Earlier in his career，Mr。Morris worked extensively on acquisitions in private industry while with Lone Star Industries，Inc。and in public accounting while with Coopers & Lybrand LLP。

Mr。Morris has authored several other Wiley books， including Software Industry Accounting， which received the Association of American Publishers award for Best New Professional Book in Accounting Practice for 1993。 The first edition of his book， Mergers and Acquisitions， received the Association of American Publishers award for Best New Professional Book in Accounting Practice for 1995。

Note to the Reader： Material not in the main volume is indicated by “ （New）” after the title. New material from a prior supplement that has been updated for this supplement is indicated by “（Revised）” after the title. Material new to or modified in this supplement is indicated by an asterisk （*） in the left margin in the contents and throughout the supplement

Preface

Acknowledgments

Chapter 1 Acquisitions-A Business and Legal Overview （James R. Krendl， Krendl Krendl Sachnoff & Way）

　1.20 Noncompetition Covenants （New）

Chapter 2A Preparing for and Executing Due Diligence （New） （William J. Gole）

　2A.1 Introduction

　2A.2 Key Steps Preceding the Due Diligence Process

　2A.3 Creation of the Due Diligence Team

　2A.4 Development of the Due Diligence Program

　2A.5 Planning Due Diligence

　2A.6 Conducting Due Diligence

　2A.7 Reporting on Due Diligence

　2A.8 A Variation on the Theme： Auctions

　Appendix 2A.1 Illustrative Information Request： XYZ Software Co. （New）

Chapter 3A Divestitures （New） （William J. Gole）

　3A.1 Introduction

　3A.2 Divestiture Rationales

　3A.3 Predivestiture Issues and Considerations

　3A.4 Divestiture Planning

　3A.5 Preparation for the Transaction

　3A.6 Execution of the Transaction

　Appendix 3A.1 Illustrative Divestiture Timeline

Chapter 4 Accounting for Business Combinations： Overview （Joseph M. Morris）

　4.1 General

　4.2 The Purchase Method and the Pooling-of-Interests Method

　4.3 Final FASB Statement， Previous Exposure Draft， and History of the Business Combinations Project　

　4.4 FASB Consolidation Project

Chapter 5 The Pooling-of-Interests Method （Joseph M. Morris）

　5.1 Conditions for the Use of the Pooling-of-Interests Method

Chapter 6 Purchase Accounting （Joseph M. Morris）

　6.1 General Principles of Purchase Accounting

　6.2 Determining the Cost of an Acquisition

　6.3 Recording Assets Acquired and Liabilities Assumed

　6.4 Purchase Accounting in Special Areas

　6.7 Financial Reporting of a Purchase Acquisition

Chapter 8 Federal Income Taxation of Acquisitions （Greg A. Dickey， Hein & Associates LLP）

　8.3 IRC Section 338

　8.4 Tax-Free Mergers and Acquisitions

　8.6 Miscellaneous Tax Considerations

Chapter 9 The Independent Accountant's Role in Acquisitions （James N. Brendel， Hein & Associates LLP）

　9.5 Auditing Postacquisition Financial Statements of an Acquirer

Chapter 10 Securities and Exchange Commission and Other Regulatory Requirements （Robert J. Puls， Mark W. Lindsey， PricewaterhouseCoopers LLP）

　10.3 Solicitation and Preparation of Proxies

　10.4 Tender Offers

　10.5 SEC Financial Reporting Requirements

　10.6 Unique SEC Accounting Requirements.Cumulative Index.

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