Chapter 1 - Intro Flashcards
What dictates patterns observed in many other countries (eg Australia)?
US and European deal volume patterns
Pattern in China
Different (from Us and Europe); Chinese govt took measures to restrain capital flows
Pattern in India
Growth in M&A
Pattern in Japan
Steady growth
Pattern in Brazil and Argentina
Hardship in M&A growth (Mexico seeming more promising in comparison)
Consolidation
Business combo whereby two or more firms join to form a wholly new firm (eg A + B = C)
Merger
Business combo whereby one or more firms join an existing firm (eg A + B = A)
Horizontal merger
When two competitors combine
Vertical merger
Combination of companies that have buyer-seller relationship
Conglomerate merger
Combination of companies that are not competitors and do not have buyer-seller relationship either
Anticompetitive effect of mergers
US adopted liberal stance; EU more cautious
Merger payment
Can be cash, securities or combo of both. (all-cash compensation may force bidder to incur debt => add complexity if more external financing req.)
Contingent value rights (CVR)
secure a certain future value if specific events take place (eg sales target is met)
Holdback provision
withholding of part of merger compensation (eg escrow account) which will be available if specific event takes place
Merger professionals
- Investment bankers
- Legal M&A advisors
- Accountants
- Valuation experts