Summary
Summary CHAPTER 2
- Course
- Institution
FINANCIAL MANAGEMENT 354 SUMMARIES IN ENGLISH. CHAPTER 2
[Show more]
3 reviews
By: cornelkruger • 1 year ago
By: walterrijneveld • 3 year ago
By: luangobel1 • 4 year ago
Seller
Follow
StudyBuddy2019
Reviews received
Content preview
Chapter 2: Types of M&A TransactionsLearning Outcomes
Differentiate between horizontal, vertical and conglomerate mergers
Discuss the main characteristics of a hostile takeover
Differentiate between joint ventures and strategic alliances
Explain the rationale behind franchising
Discuss the benefits of franchising from both the franchisor and franchisee’s point of view
Describe the main characteristics of an equity carve out
Describe what is meant by a spin-off
Argue in favour of dual-class capitalisation
Describe the main drivers behind leverage buyouts
Describe the rationale behind leveraged recapitalisation
Demonstrate the effect of increased leverage on the market value of a company
Explain the rationale behind employee share ownership plans
Explain the purpose of tracking stocks
Discuss the impact of the BBBEE Act (No.53 of 2003)on M&A activity in South Africa
Mergers
- Any transaction that creates a new economic unit from two or more existing economic units.
- In some cases the smaller company dissolves into the larger one
- In South Africa, reference is made to amalgamations
- It’s important to remember that acquiring company obtains all of the assets and liabilities of the target
- Mergers are friendly, negotiated deals where both parties arrive at a mutually beneficial agreement
Tender Offers
- This refers to a person or company that makes a direct offer to the shareholders of the target requesting
them to sell their shares at a specified price.
- Both tender offers and mergers can turn hostile
- Tender offers are however more often associated with hostile takeovers (bypass the directors and go
straight to the shareholders)
Horizontal Mergers
- Merging of two companies that operate in the same industry and so compete in some manner
- Can lead to monopolies and thus is subject to approval by the Competition Commission
- Three levels to Competition Authorities in South Africa – Competition Commission, Competition Tribunal and
Competition Appeal Court
1.) Competition Commission – statutory body, investigates, controls and evaluates restrictive business
practices, abuse of dominant positions in order to achieve equity and efficiency
2.) Competition Tribunal – jurisdiction throughout South Africa, adjudicates matters in accordance with the
Competition Act. Deals with larger M&As and can overturn Commissions decisions
3.) Competition Appeal Court – same authority as a high court
1|Page
, - Benefits of Horizontal Mergers:
Access to new markets
Increased market share
Less competition
- Industry roll-ups can be classified as horizontal mergers
- Horizontal mergers and roll-up’s undertaken to achieve economies of scale, manufacturing, marketing, IT
and distribution.
Vertical Mergers
- When companies operating on different levels of the supply chain merge
- Usually merge to decrease the costs of acquiring and distributing products and services.
- Largely pro-competitive since these transactions aid with the competitiveness in the industry
- If an extremely large transaction, still need permission from the Competition Commission
- Example: Aspen/ Fine Chemicals pharmaceutical company and manufacturer of narcotics and non-
narcotics
Conglomerate Mergers
- When companies from different and unrelated industries combine forces
- These are often undertaken to 1.) Access a new product line
2.) Gain access to new geographical regions
- Companies may be seeking diversification (eg. Virgin)
- Very seldom successful since there are many challenges with regard to managing diverse companies
- However if get the management right, can be a huge success
Acquisitions
- Any transaction where the acquiring company gains controlling interest of the target company
- Target company often becomes a subsidiary of the acquiring company
- These transactions can either be friendly or hostile
- Friendly transactions – negotiate a mutually beneficial agreement between the firms ( Nestle & Pfizer )
- Hostile transactions – bypass the directors and enter into negotiations with the shareholders once the
directors reject the proposal. (SAB Miller and Fosters)
Reverse M&As
- The unbundling of a merged entity through a spin-off or divestiture
- Companies unbundle to focus on their core competencies refocus there attention
- The disadvantage is that it is costly to merge and then unbundle.
Mergers & Acquisitions Undertaken to Achieve Growth
- In order to achieve growth, companies engage in:
1.) Joint Ventures
2.) Strategic Alliances
3.) Franchising Agreements
2|Page
The benefits of buying summaries with Stuvia:
Guaranteed quality through customer reviews
Stuvia customers have reviewed more than 700,000 summaries. This how you know that you are buying the best documents.
Quick and easy check-out
You can quickly pay through credit card or Stuvia-credit for the summaries. There is no membership needed.
Focus on what matters
Your fellow students write the study notes themselves, which is why the documents are always reliable and up-to-date. This ensures you quickly get to the core!
Frequently asked questions
What do I get when I buy this document?
You get a PDF, available immediately after your purchase. The purchased document is accessible anytime, anywhere and indefinitely through your profile.
Satisfaction guarantee: how does it work?
Our satisfaction guarantee ensures that you always find a study document that suits you well. You fill out a form, and our customer service team takes care of the rest.
Who am I buying these notes from?
Stuvia is a marketplace, so you are not buying this document from us, but from seller StudyBuddy2019. Stuvia facilitates payment to the seller.
Will I be stuck with a subscription?
No, you only buy these notes for $8.27. You're not tied to anything after your purchase.
Can Stuvia be trusted?
4.6 stars on Google & Trustpilot (+1000 reviews)
50843 documents were sold in the last 30 days
Founded in 2010, the go-to place to buy study notes for 14 years now