文档介绍:Chapter 25 Mergers and Acquisitions
25
Mergers and Acquisitions
Key Concepts and Skills
Be able to define the various terms associated with M&A activity
Understand the various reasons for mergers and whether or not those reasons are in the best interest of shareholders
Understand the various methods for a paying for an acquisition
Understand the various defensive tactics that are available
Chapter Outline
The Legal Forms of Acquisitions
Taxes and Acquisitions
Accounting for Acquisitions
Gains from Acquisition
Some Financial Side Effects of Acquisitions
The Cost of an Acquisition
Defensive Tactics
Some Evidence on Acquisitions: Does M&A Pay?
Divestitures and Restructurings
Merger versus Consolidation
Merger
One firm is acquired by another
Acquiring firm retains name and acquired firm ceases to exist
Advantage – legally simple
Disadvantage – must be approved by stockholders of both firms
Consolidation
Entirely new firm is created bination of existing firms
Acquisitions
A firm can be acquired by another firm or individual(s) purchasing voting shares of the firm’s stock
Tender offer – public offer to buy shares
Stock acquisition
No stockholder vote required
Can deal directly with stockholders, even if management is unfriendly
May be delayed if some target shareholders hold out for more money – complete absorption requires a merger
Classifica