The Economic Effect of Significant Transactions_M5 Flashcards

1
Q

What are divestitures?

3 Divestitures

A

The types of divestitures can result in either a full or partial divestiture of a business segment.

  1. Equity carve-out
  2. Sell-off
  3. Spin-off
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2
Q

What is a Equity Carve-Out?

1 of 3 Divestitures

A
  • 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.
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3
Q

What is a Sell-Off?

2 of 3 Divestitures

A
  • 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.
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4
Q

What is a Spin-Off?

3 of 3 Divestitures

A
  • 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.
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5
Q

What are business combinations?

8 Business Combinations

A
  1. Vertical Combination
  2. Diagonal Combination
  3. Circular Combination
  4. Horizontal Combination
  5. Acquisitions
  6. Mergers
    6a Horizontal Merger
    b. Vertical Merger
  7. Asset Purchase
  8. Tender offer
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6
Q

What is a Vertical Combination?

1 of 8 Business Combinations

A
  • 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.
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7
Q

What is a Diaganol Combination?

2 of 8 Business Combinations

A
  • 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.
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8
Q

What is a Circular Combination?

3 of 8 Business Combinations

A
  • 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.
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9
Q

What is a Horizontal Combination?

4 of 8 Business Combinations

A
  • 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.

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10
Q

What is a Aquisions?

5 of 8 Business Combinations

A
  • Acquire one company by another company requires no new company.
  • Only the acquirer remains after the acquisition. (A+B=A).
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11
Q

What is a Mergers?

6 of 8 Business Combinations

A
  • 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.
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12
Q

What is a Asset Purchase?

7 of 8 Business Combinations

A
  • 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.
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13
Q

What is a Tender Offer?

8 of 8 Business Combinations

A
  • A company makes an offer to the shareholders of another company it is attempting to acquire.
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