Merger Flashcards
Merger
Complete absorption (assets and liabilities) of one firm by another
Properties of merger
Acquiring firm retains its identity
The acquired (target) firm ceases to exit
In a consolidation both firms cease to exist and a new firm is created after the acquisition
Takeover
Purchase of a firms common stock or assets by another firm
Acquisition
If takeover is agreed on friendly terms
Hostile takeover
Takeover cannot be agreed on friendly terms
Hostile takeover can be undertaken through…
A proxy fight or tender offer
Types of transactions
Horizontal - firms acquired firm in same industry
Vertical - firm acquires firm in a different Stage of production process
Conglomerate merger - combination of two firms in unrelated industries
Synergy
Interaction of 2 or more organisations substances or others to produce a combined effect greater than the sum of their separate efforts
Economies of scale
Derive reduced cost efficiencies larger operations
Economies of vertical integration
Derive effectiveness by controlling raw material supplies and final customer contact
Benefits in area are often questionable since over integration can cause opposite effect
Vertical integration has fallen out of fashion lately with companies preferring to outsource activities
Complementary resources
Derive efficiencies by combining complementary resources
Example of complementary resources
Each firm in merger has valuable assets which complement the other so the total becomes more efficient or better serves the customer
Other motives for M&A’s
Mergers as a use of surplus funds
Replacing existing management
Industry consolidation
Bad motives for M&As
Avoiding bankruptcy The hubris hypothesis Empire building Diversification Bootstrap game
Antitrust Law
Gov may forbid a merger or require the parties to divest some assets before the merger is completed in order to lessen market power in a particular sector
Clayton act 1914 in us
Completion act 1998 in uk