A Not-So-Tender Offer: An Insider's Look at Mergers and Their Consequences
By Isadore Barmash
2003/03 - Beard Books
1587981718 - Paperback - Reprint - 256 pp.

Packed with anecdotes, boardroom intrigue, humor, and plenty of food for thought, this book is both a cogent analysis of mergers and acquisitions and a fascinating page-turner.

Publisher Comments

Categories: Banking & Finance

This title is part of the Business Histories list.

Of Interest:

Board Games: The Changing Shape of Corporate Power

Dangerous Pursuits: Mergers and Acquisitions in the Age of Wall Street

How to Profit from the Wall Street Mergers: Riding the Takeover Wave

Joint Ventures, Alliances, and Corporate Strategy

Japanese Takeovers: The Global Contest for Corporate Control

Leveraged Management Buyouts

Macy's for Sale

Managing the Merger: Making It Work

Megamergers: Corporate America's Billion-Dollar Takeovers

Merger: Takeover Conspiracy

Merger: The Exclusive Inside Story of the Bendix-Martin Marietta Takeover War

Mergers and Acquisitions: Issues from the Mid-Century Merger Wave

Takeover: The New Wall Street Warriors: The Men, the Money, the Impact

Taking America: How We Got from the First Hostile Takeover to Megamergers, Corporate Raiding and Scandal

The General Mills/Parker Brothers Merger: Playing by Different Rules

The Human Side of Mergers and Acquisitions: Managing Collisions Between People, Cultures, and Organizations

The ITT Wars: An Insider's View of Hostile Takeovers

The Liquidation/Merger Alternative

The Corporate Merger

The Titans of Takeover

Transnational Mergers and Acquisitions in the United States

Welcome to Our Conglomerate -- You're Fired!

Written by Isadore Barmash, an acclaimed writer on the Wall Street scene, this insider's guide gives you an up-close look at the often dramatic, sometimes humorous scenes that take place during mind-boggling megadeals, acquisitions, and "friendly mergers." With expert insight, wry humor, and wit, it chronicles many important megamergers and assesses the impact they have had on corporate performance, the economy, and the millions of employees and shareholders affected by the upheavals.

From the back cover blurb:

... Barmash puts the big picture in sharp relief, revealing the trends behind the events. With penetrating analysis and straightforward style, he discusses the decline of junk bonds and the leveraged buyout and the move away from massive conglomerates of unrelated businesses toward more strategic mergers. Most important, this candid book makes a persuasive case for common sense on the merger and acquisition scene, lest another unchecked escalation in the eat-or-be-eaten merger wars wreaks havoc on the business world once again.

From Publishers Weekly:

Is it possible that the United States could be forced to surrender not to enemy attack or to revolution but to hostile takeover by the world's money barons? Barmash (Welcome to the Conglomerate, You're Fired!) thinks so. In an alarmist prologue, he outlines a scenario wherein an international consortium of investors formed for the purpose of acquisition informs the president that it is already the third-largest owner of American properties after the government and the citizenry and it is now prepared to buy up the rest of the country. The consortium predicts that the American people will not be able to resist its offer. With the new global economy, the concentration of wealth into fewer hands and another wave of mergers under way, the nation itself could be vulnerable. Is there enough money in the world to buy the United States? Barmash says no, but with innovative leveraging, yes. He claims there are banks that would finance such a deal and individuals willing to profit from it. Is Barmash writing fiction? Copyright 1995 Reed Business Information, Inc

From Ingram:

A Not-So-Tender Offer takes dead aim at merger mania. Armed and loaded with expert insight, wry humor, and candid insider accounts of what really goes on behind the headlines, it looks at the mergers of the past decade and assesses the impact they have had on corporate performance, the economy, and the millions of employee and shareholders affected by the upheavals.

From Amazon:

This is a reprint of a previously published work. It deals with an insider's look at mergers and their consequences.

Isadore Barmash, a veteran business journalist and author, was associated with the New York Times for more than a quarter-century as business-financial writer and editor. He also contributed many articles for national media, Reuters America, and the Nikon Keizai Shimbun of Japan. He has published 13 books, including Macy's for Sale and Welcome to Our Conglomerate-You're Fired! He is listed in the 57th edition of Who's Who in America.

Other Beard Books by Isadore Barmash:

Preface ix
Prologue: The Ultimate Acquisition xiii

Part One. Merger Mania

Chapter 1.  Why Are These Mergers Different from All Other Mergers? 3
Transactions Are Up but Dollar Values Are Down  5
The Decline of LBOs--Those "Internal" Mergers 7
Using More Cash, or Stock versus Bonds or Notes 10
A Batch of "Plays" that Became Big Deals  11
Professor Lipsey's View: Mergers DO Help 13
Are the Megadeal's Risks Manageable? 16
Chapter 2.  When the Urg e to Merge Becomes the Zest to Divest 19
Why the Collectors of Companies Began to Shed Them 20
A Gallery of Deconglomerates 21
The Results of Failing to Know Other Businesses 25
The Role of Conglomerates Recycling America 27
Chapter 3. The Strategic Merger 33
The Barry Diller Epic 33
Health-Care M&A's Pace the Whole Trend 36
The Binge in Telecommunications 38
Buying Brands to Create a Bigger Market Basket  42
Retailing and Wholesaling--Call It "Store Wars" 45
Forming Big Complexes in Publishing and Media 48
Hostile Bids Roll the Banks and Insurance Firms 49
It's a Brand New Sky in Airlines and Aircraft 53
How Strategic is the Strategic Merger? 55
Chapter 4 To Buy or Die: Examining M&A Philosophy 57
The M&A World According to Flom 57
Issue: Going It Alone, or Buying Others to Grow 61
Things Don't Change, They Just Stay the Same 62
Building the Strategic Merger 63
Examining Several Merger Philosophies 66

Part Two. Moving and Shaking

Chapter 5. The Typical American Merger 71
Guard Your Idea; It Could be Contagious 72
When Is It a Merger and When Is It an Acquisition? 73
An American Saga, with a Moral 74
Separating the Real Bidders from the Wannabes 78
Chapter 6.  It's a Circus; It's an Auction; It's--a Merger 81
Each Deal is a Unique Equation of Cause and Effect 83
Nine Guidelines for Handling a Merger 84
Seven Abuses the M&As Invite 87
Tracking Down the Real Players 91
Chapter 7. Unfriendly Fire: Hostile Deals and Competing Bidders 99
Four Company Wars 100
Some Earlier Hostilities 104
Will the Hostility Trend Continue? 105
Chapter 8.  The Global Clamor for Making Deals 109
It's a Two-Way Street: U.S. Buys Foreign companies 110
Who's Helping the Foreigners to Buy the U.S.? 112
Some Interesting Foreign-U.S. Deals 114
The Foreign Takeover Style--Rough and Tumble, Like Ours 116
How Compatible Are Japanese and American Executives? 121
Sony Bites the Bullet 123
Should We Worry About the Foreign Incursion? 125

Part Three. The People Who Make It Happen

Chapter 9. Wall Street's New, Newer, Newest Breeds 129
The Wisdom of Solomon 130
The Eagerness of Schwazman 131
The Earnestness of Rattner 135
The Entrepreneurship of Jackson 139
Chapter 10. The Big Players 143
The Media Moguls:  Murdoch, Turner and Black 145
The Entertainment-Plus Moguls: Redstone, Kerkorian, Kluge 147
The Acquisition Moguls: Araskog, Pickens, Icahn and Perelman 150
The LBO Moguls: Kravis and Forstmann 155
Chapter 11. The Little Players 161
The Business of Brokering 162
Geneva Companies: The Biggest of the Little 163
Jim Throne of Pennsylvania 165
Herb Cohen of New York 166
John Keate of Ohio 169
Dick Read of Florida 171
Duncan Haile of Connecticut 172
Brian Knight of Vermont 174
How Not to Need a Broker 175

Part Four. Financing the Merger

Chapter 12. Getting Money From the Bank 179
A Renewed Interest in Financing 180
How Banks Rate M&A's and Participate in Them 182
Banks Themselves Are Merging and Downsizing 185
Chapter 13. The Job Cruncher--and How You Can Ease the Crunch 187
Are Fewer Really Better? 188
Workers Are Making an Impact 190
What to Do If You Lose Your Job in a Merger 192
Getting A Job is All a Matter of Attitude 193
Are the Jobless Numbers Right? 195
Chapter 14. Busy Days for Minideals 197
One Busy Day in Minideals 198
Examining the Minideal Strategy 200
How to "Go Public" Without Going Public 201
More Reasons for Selling Out 203
Chapter 15. The Future--More, and Big and Bigger 207
The Matter of Size: Big and Even Bigger? 209
Considering the Number of M&As: Steady or Unlimited? 211
Strategy: Stretching Strength to the Maximum 214
Predicting the Future M&A Trend 217
Rebutting Those Forecasts and Those Opinions 224
So How Big Can M&As Get? 226
Index 229

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