The Economic Effect of Significant Transactions_M5 Flashcards
What are divestitures?
3 Divestitures
The types of divestitures can result in either a full or partial divestiture of a business segment.
- Equity carve-out
- Sell-off
- Spin-off
What is a Equity Carve-Out?
1 of 3 Divestitures
- Partial disposal.
- A new public company is formed.
- Shares are sold to the public through an IPO.
- Helps parent company to generate cash.
- Used when the Parent company wants to maintains a controlling interest.
What is a Sell-Off?
2 of 3 Divestitures
- Outright full sale of a company usually associated with a non-core business.
- A sell-off would allow a firm to raise cash while separating itself from the other entity, so it could focus on its core business.
What is a Spin-Off?
3 of 3 Divestitures
- Creates a new company and results in full separation from parent.
- Existing shareholders receive stock in the new company in exchange for their shares in the parent company.
What are business combinations?
8 Business Combinations
- Vertical Combination
- Diagonal Combination
- Circular Combination
- Horizontal Combination
- Acquisitions
-
Mergers
6a Horizontal Merger
b. Vertical Merger - Asset Purchase
- Tender offer
What is a Vertical Combination?
1 of 8 Business Combinations
- Combine with companies at different stages of the production.
- Provides a stable production process.
- Will eliminate ongoing price concessions or dealings.
- Stabilize profit margins.
- Company X supplies company Y with raw materials.
ex. company merges with one of its suppliers.
What is a Diaganol Combination?
2 of 8 Business Combinations
- Involves integrating another company that provides ancillary services, secondary or support roles.
- Company X is a textile manufacturer, whereas Company Y operates as a wholesaler for Company X.
What is a Circular Combination?
3 of 8 Business Combinations
- Remote connections join under one mgmt.
- Reduces administrative and operational cost ex. law firm and CPA firm share office and receptionist, etc.
- The two companies appear to be in relatively unrelated industries.
- Company X operates in the financial services industry, whereas Company Y operates in the scientific research and development industry.
- Improving sales and locations.
- managing restaurant locations could be more effectively centralized.
What is a Horizontal Combination?
4 of 8 Business Combinations
- Is combining with another company in the same industry under one mgmt. reduces competition.
- Companies X and Y are competitors in the same industry.
- Achieving economies of scale.
ex. merging with a competitor.
What is a Aquisions?
5 of 8 Business Combinations
- Acquire one company by another company requires no new company.
- Only the acquirer remains after the acquisition. (A+B=A).
What is a Mergers?
6 of 8 Business Combinations
- 2 or more companies join together to make one new company. A+B=C.
- Usually both companies are around the same size.
- Achieve economies of scale.
- Equal size co. to grow market share.
- No desire to remain in control.
What is a Asset Purchase?
7 of 8 Business Combinations
- Some or all of one company’s assets are purchased by another company.
- The company who’s assets were purchased could result in a dissolution.
What is a Tender Offer?
8 of 8 Business Combinations
- A company makes an offer to the shareholders of another company it is attempting to acquire.