文档介绍:Chapter 23 Mergers and Other Forms of Corporate Restructuring
Chapter 23
Mergers and Other Forms of Corporate Restructuring
Mergers and Other Forms of Corporate Restructuring
Sources of Value
Strategic Acquisitions mon Stock
Acquisitions and Capital Budgeting
Closing the Deal
Mergers and Other Forms of Corporate Restructuring
Takeovers, Tender Offers, and Defenses
Strategic Alliances
Divestiture
Ownership Restructuring
Leveraged Buyouts
Why Engage in Corporate Restructuring?
Sales enhancement and operating economies*
Improved management
Information effect
Wealth transfers
Tax reasons
Leverage gains
Hubris hypothesis
Management抯 personal agenda
* Will be discussed in more detail in slides 23-5 and 23-6
Sales Enhancement and Operating Economies
Sales enhancement can occur because of market share gain, technological advancements to the product table, and filling a gap in the product line1>.
Operating economies can be achieved because of the elimination of duplicate facilities or operations and personnel.
Synergy -- Economies realized in a merger where the performance of bined firm exceeds that of its previously separate parts.
Sales Enhancement and Operating Economies
Horizontal merger: best chance for economies
Vertical merger: may lead to economies
Conglomerate merger: few operating economies
Divestiture: reverse synergy may occur
Economies of scale -- The benefits of size in which the average unit cost falls as volume increases.
Strategic Acquisitions mon Stock
When the acquisition is done mon stock, a 搑atio of exchange,?which denotes the relative weighting of the panies with regard to certain key variables, results.
A financial acquisition occurs when a buyout firm is motivated to purchase pany (usually to sell assets, cut costs, and manage the remainder more efficiently), but keeps it as a stand-alone entity.
Strategic Acquisition -- Occurs when pany acquires another as part of its overall business strategy.
Strategic Acquisit