Description
The 7th edition of Private Equity: Law and Practice by Darryl Cooke provides an invaluable guide to the law and practice of private equity transactions. Whether you are a lawyer advising a private equity house or a management team wishing to buy a company or simply a company seeking funds, this book will be your go-to reference source. Guiding you through every part of a transaction, from raising private equity through managing the transaction to restructuring the company, it provides information and offers advice at each stage. It explains the legal regulations for tax relief and share capital as well as covering due diligence and issues relating to directors and employers. Not only that, helpful checklists for all legal and business aspects of private equity are provided along with a glossary of private equity terms. Darryl considers the role of a lawyer leading a transaction and offers invaluable advice on how to be a trusted advisor and how to bring real value to the table.
This new edition:
- Explains clearly the law and practice of private equity transactions
- Offers advice and information relevant to private equity investors, companies seeking funds, those financing deals, and managers wishing to buy out a company
- Considers the social impact of investing and how to approach it
- Looks at every part of the transaction including raising private equity, managing the transaction, and restructuring the company
- Explains the legal regulations for tax relief and share capital
- Covers due diligence and issues relating to directors and employers
- Analyses the requirements of an investment agreement, its mechanics, warranties, controls and common issues as well as corporate governance and minority protections.
- Provides a detailed view of syndication strategies and methods of ‘exiting’ an agreement.
- Having secured investment, the book looks at how to form the company, starting with the articles of association.
- Provides checklists for all legal and business aspects of private equity
- Includes a glossary of private equity terms, BVCA membership listing, model questionnaire, and, precedent heads of term
- Contents:
- Introduction;
- 1. Role of Private Equity;
- 2. Raising Private Equity;
- 3. Corporate Valuation and Deal Structuring;
- 4. Tax Relief for Equity Investment by Individuals;
- 5. Share Capital;
- 6. Dealmaker;
- 7. Managing the Transaction;
- 8. The CEO;
- 9. Management Due Diligence;
- 10. Due Diligence;
- 11. Investment Agreement;
- 12. Articles of Association;
- 13. Acquisition Finance;
- 14. Directors and Employees;
- 15. Restructuring;
- 16. Key Issues for Management;
- 17. The Future of Business;
- 18. Preparing for an Exit;
- Appendix 1 – Glossary;
- Appendix 2 – MBO Model;
- Appendix 3 – Legal Agreements;
- Appendix 4 – Manager’s Personal Status Questionnaire;
- Appendix 5 – Common Limitations to Management Warranties;
- Appendix 6 – BVCA Membership Listing;
- Appendix 7 – Heads of Terms
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