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Summary Corporate Finance Chapter 28

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A detailed and concise summary of chapter 28 from the book Corporate Finance 5th edition.

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  • Chapter 28
  • January 17, 2023
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  • 2021/2022
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Corporate Finance Pearon 5th Edition




Chapter 28: Mergers & Acquisitions


28.1 Background and Historical Trends

● Merger waves → peaks of heavy activity followed by quiet troughs of few transactions in

the takeover market.

● Merger activity is greater during economic expansions and during bull markets.

○ Technological advancements motivate managers to restructure assets through

mergers and acquisitions.

● Types of mergers

○ Horizontal merger

■ Target and acquirer are in the same industry

○ Vertical merger

■ Target’s industry buys from or sells to the acquirer’s industry

○ Conglomerate merger

■ Target and acquirer operate in unrelated industries




28.2 Market Reaction to Takeover

● A bidder is unlikely to acquire a target company for less than its current market value.

○ Most acquirers pay a premium to the current market value

● Acquisition premium → paid by an acquirer in a takeover and it is the percentage

difference between the acquisition price and the pre-merger price of a target firm




28.3 Reasons to Acquire

● Large synergies are by far the most common justification that bidders give for the

premium they pay for a target.

, Corporate Finance Pearon 5th Edition


○ Such synergies usually fall into two categories

1. Cost-reduction synergies are more common and easiest to achieve

because they generally translate into layoffs of overlapping employees

and elimination of redundant resources

2. Revenue-enhancement synergies are much harder to predict and achieve

● Economics of Scale and Scope

○ Economies of Scale

■ The savings of large company can enjoy from producing goods in high

volume, that is not available to a small company

○ Economies of Scope

■ Savings large companies can realize that come from combining the

marketing and distribution of different types of related products

● Vertical integration

○ Refers to the merger of two companies in the same industry that make products

required at different stages of the production cycle

○ A major benefit is coordination.

● Expertise

○ Firms often need expertise in particular areas to compete more effectively.

● Monopoly Gains

○ It is often argued that merging with or acquiring a major rival enables a firm to

substantially reduce competition within the industry thereby increasing profits.

■ Most countries have antitrust laws that limit such activity

○ While all companies in the industry benefit when competition is reduced, only the

merging company pays the associated costs

● Efficiency Gains

○ Another justification acquirers cite for paying a premium for a target is efficiency

gains, which are often achieved through the elimination of duplication.

● Tax Savings from Operating Losses

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