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Unit 7: M&As

1+1=3?
Mergers and Acquisitions
Reasons for M&As

Discussion

1.  Why do people get married?

2.  Why do companies merge with/


acquire each other?
A takeover/ An Acquisition
l  When one company takes over another and
clearly establishes itself as the new owner,
the purchase is called an acquisition. From a
legal point of view, the target company
ceases to exist, the buyer "swallows" the
business and the buyer's stock continues to
be traded.

Source: http://en.wikipedia.org/wiki/Mergers_and_acquisitions#Distinction_between_mergers_and_acquisitions
A takeover/ An Acquisition
l  A merger happens when two firms agree to
go forward as a single new company rather
than remain separately owned and operated.
This kind of action is more precisely referred
to as a "merger of equals". The firms are
often of about the same size. Both
companies' stocks are surrendered and new
company stock is issued in its place.
Source: http://en.wikipedia.org/wiki/Mergers_and_acquisitions#Distinction_between_mergers_and_acquisitions
In practice
Actual mergers of equals don't
happen very often.
Usually, one company will buy
another and, as part of the deal's
terms, simply allow the acquired
firm to proclaim that the action is
a merger of equals, even if it is
technically an acquisition.
Ways to acquire a company

A Raid
or

A Takeover Bid
Ways to acquire a company

A Raid
Buying as many of a
company’s stocks as possible
on the stock market.
Ways to acquire a company

A takeover Bid
A public offer to a company’s
stockholders to buy their
stocks at a certain price during
a limited period of time.
Two types of takeover bid
1.  A friendly bid: If a company’s board of
directors agrees to a takeover.
2.  A hostile bid: If the company does not want
to be taken over.
Types of Mergers
Horizontal
Two companies making the same
products combined
Vertical
A company either acquires or merges with
another company in an immediately-
related stage of production and
distribution.
Diversification
A company acquires another company in
an entirely different sphere.
Integration
Horizontal integration
l  When a company gets bigger by acquiring
competitors in the same field of activity.
For example: Electrical retailer Dixon bids for
high street competitor Currys
Vertical integration
-Acquiring companies involved in other parts of
the supply chain, usually to make cost savings.
E.g. BP now controls the entire supply chain,
from the oil refinery to the petrol pump.
-Backward integration: Acquiring suppliers of raw
materials or components.
E.g. A hotel chain to buy a furniture
manufacturer to supply its new hotels
-Forward integration: Buying distributor or retail
outlets.
E.g. Shell purchases 30 gas stations
Diversification
l  Companies can also buy businesses in
completely different fields.
E.g. Coca-Cola acquires Columbia Pictures
for $700 million
Example
Types of Mergers
Reasons for Horizontal Mergers

-  To reduce competition
-  To increase market share
-  To acquire additional plants and
equipment
-  To achieve synergy and economies of
scales
Types of Mergers
Reasons for Vertical Mergers
-  To guarantee the supply and cost of raw
material and components.
-  To be closer to the customers, by cutting
out the wholesaler for example and
dealing directly with the retail trade.

Reasons for Diversification Mergers


- To move into a sector which promises
greater growth or profits.
Types of Mergers
Further classification/ M&A waves
Period Name Facet

1889 - 1904 First Wave Horizontal mergers

1916 - 1929 Second Wave Vertical mergers

Diversified conglomerate
1965 - 1989 Third Wave
mergers

Congeneric mergers;
1992 - 1998 Fourth Wave Hostile takeovers;
Corporate Raiding

2000 - Fifth Wave Cross-border mergers


Problems with Mergers
l  Damage of a company’s image, goodwill and
share value.
l  Unmanageable and inefficient structures
(such as large conglomerates)
l  Drainage of Human Capital

l  …

l  …

l  …
Problems with Mergers
Key terms
l  Takeover
l  Merger
l  Acquisition
l  A raid
l  Buyout
l  LBOs = Leveraged buyouts
l  MBO = Management buyouts
l  Vertical
l  Horizontal
l  Horizontal
l  Diversification

l  Hostile
Writing practice

Language Practice
Cause and Effect Expressions

Page 50
Speaking practice
Work in groups of 3 or 4 and make a 15-minute
presentation on

Ø  REASONS FOR MERGERS

Ø  PROBLEMS WITH MERGERS

Ø  TYPES OF MERGERS

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