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Development Opportunities Mergers & Acquisitions

employees came from (especially in making personnel decisions) Clear predictable communication to stakeholders (e.g., unions, regulators, employees, SEC) essential Integration planning is critical to the success of the merger Mergers & Acquisition – Integration and Communication 45%-50% 30%-40% Successful M&A Failed/ neutral M&A Bad deal Weak strategic fit Unrealistic synergies Price too high Source:McKinsey analysis Good deal poorly implemented Poor/


Mergers and Other Forms of Corporate Restructuring

. Owners of small firms likely stay on as managers. If privately owned, a way to more rapidly grow towards going through an initial public offering (see Slide 22). Developments in Mergers and Acquisitions An Initial Public Offering (IPO) is a company’s first offering of common stock to the general public. IPO Roll-Up – An IPO of independent companies in the same industry/


MARKET LEADER 4 Unit 13 Takeovers and Mergers.

had projected ? Did you pay a sensible price? 3 Listening: Making acquisitions 13 Takeovers and mergers MARKET LEADER 4 Reading Why mergers fail Language points of the text merger noun. the joining together of two or more companies or organizations to /Lots of big companies tied the knot, while some huge ones split up. unconsummated (L. 98) adj. not successful The merger and acquisition is unconsummated. The plan has been proved to be unconsummated. replicate (L. 149) verb. if you replicate someones work, /


Mergers and Acquisitions The price is right, or is it?

The price is right, or is it? 10 Largest Mergers & Acquisitions as of 8/11/1998 ( Source: Dow Jones Newswire) Mergers and Acquisitions: Some Definitions Merger or Consolidation Acquisition of Stock Acquisition of Assets Acquisition Proxy Contest Going Private Takeover Mergers and Acquisitions: Some Definitions Horizontal Mergers Vertical Mergers Conglomerate Mergers Mergers and Acquisitions: Tax Status To qualify for tax-free status, the merger must –have a valid business purpose (not just to avoid/


Key Concepts and Skills

Tip: The text notes several reasons for M&A activity. The following was sent via email to members of a mergers and acquisitions listserv. “Do you know a business experiencing a decline in sales, loss of direction, no longer competitive, ineffective management/ not overstating the matter to say that the accepted wisdom in modern finance is that, in the aggregate, more merger and acquisition activity is preferred to less. Dozens of event studies report that, on average, the wealth of target firm stockholders/


Mergers & Acquisitions Veronika Hermann Claudia Kaufmann Hanna Weinzinger.

Cost Theory high R&D intensity – greenfield investment high R&D intensity – greenfield investment little knowledge of foreign market – acquisition little knowledge of foreign market – acquisition high diversification – acquisition high diversification – acquisition Mergers and Acquisition Theory Oster (1990) two reason to prefer acquisition vs. greenfield two reason to prefer acquisition vs. greenfield value of assets acquired lower than replacement cost value of assets acquired lower than replacement cost/


Mergers and Acquisitions

Mergers and Acquisitions 25 Mergers and Acquisitions Chapter 25 – Index of Sample Problems Slide # 02 - 03 Goodwill Slide # 04 - 13 Cash acquisition Slide # 14 - 29 Stock acquisition Slide # 30 - 40 Earnings and valuation 2: Goodwill Baker Company is buying Charlie Co. for $89 million in cash. Charlie Co. has $6.5 million in working capital and no long-term debt. The fixed assets of Charlie Co. were just appraised at $77/


23.1 Van Horne and Wachowicz, Fundamentals of Financial Management, 13th edition. © Pearson Education Limited 2009. Created by Gregory Kuhlemeyer. Chapter.

an initial public offering (see Slide 24). Roll-Up Transactions Roll-Up Transactions – The combining of multiple small companies in the same industry to create one larger company. Developments in Mergers and Acquisitions 23.24 Van Horne and Wachowicz, Fundamentals of Financial Management, 13th edition. © Pearson Education Limited 2009. Created by Gregory Kuhlemeyer. IPO funds are used to finance the/


1 1 Syed Naved Andrabi April 16, 2008 Syed Naved Andrabi April 16, 2008 Taxation Aspects of International Mergers & Acquisitions. Andrabi & Gabriel Advocates.

price or Fair Market Value [S. 77] Slump sale principle – Applicability ? [S. 77] Consideration under restrictive covenant – whether capital or revenue? 35 Role of tax Advisor in Mergers & Acquisitions. International mergers and acquisitions require appropriate planning. International mergers and acquisitions require appropriate planning. Planning will end after consideration of domestic laws effect on home country & other country laws. Planning will end after consideration of domestic laws effect on/


Merger Integration.

Offerings as a Percentage of Overall Service Offerings The following identified firms have made merger and acquisition services a primary portion of their overall service offering and will be BearingPoint’s primary competition within the M&A service market 2% and effort in mergers and acquisitions.” Most Active M&A Industries By Dollar Value - 2003 Industry % of Total Value ($bil) Investment & /


1 ACI Life Sciences Mergers & Acquisitions – March 12, 2009 ASENT INTERNATIONAL SYMPOSIUM ~ Acceptability of Foreign Data~ February 26, 2011 February 26,

countries Collaboration with Asian countries Close Alliances among FDA, EMA & PMDA (Asia) Close Alliances among FDA, EMA & PMDA (Asia) Future Direction ~ Challenges and Future Direction~ 26 ACI Life Sciences Mergers & Acquisitions – March 12, 2009 Thank you ! 27 ACI Life Sciences Mergers & Acquisitions – March 12, 2009 No.3: Failure of Clinical trial in Japan (Pharm Industry/ Investigational Site) Background of Approval Delay in AD Drugs Development/


Governmental Marriages, Adoptions and Divorces While Signing Your Life Away: GASB Statements 69 and 70, Governmental Combinations and Non-Exchange Guarantees.

’s agenda, these were not incorporated in GASB Statement No. 62  APB 30 – Discontinued operations  FASB 141 and revision – Business combinations  FASB 164 – Not-for-profit entities, mergers, and acquisitions Existing Guidance 5 Scope includes:  Combinations in which NO consideration is provided  Government mergers  Transfers of operations  Combinations in which consideration is provided  Government acquisitions  Disposals of government operations Scope 6 Scope does not include:  Assets/


Copyright © 2007 by The McGraw-Hill Companies, Inc. All rights reserved. McGraw-Hill/Irwin Mergers and Acquisitions Chapter 19.

by The McGraw-Hill Companies, Inc. All rights reserved. McGraw-Hill/Irwin Mergers and Acquisitions Chapter 19 Copyright © 2007 by The McGraw-Hill Companies, Inc. All rights reserved. McGraw-Hill/Irwin 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/


Chapter Nineteen Acquisitions and Mergers in Financial- Services Management Copyright © 2013 The McGraw-Hill Companies, Inc. Permission required for reproduction.

that the public has suffered from a decline in service quality or in service availability ▫ There is also some evidence that bank failure rates decline in the wake of merger activity ▫ Mergers and acquisitions usually have multiple outcomes and generate a mixture of winners and losers 19-42 Copyright © 2013 The McGraw-Hill Companies, Inc. Permission required for reproduction or display. McGraw-Hill/Irwin Bank Management/


Strategic Management: Concepts A dynamic perspective Mason A. Carpenter and Wm. Gerard Sanders 2009, 2 nd. Edition ISBN 9780132341400 Presentation of key.

; Intel; Wal-Mart 320-321 Assessing alliance fit at Millennium Pharmaceuticals 109 Ch 10 Mergers and acquisitions 110 Introduction Motives for mergers and acquisitions Mergers, acquisitions and strategy Types of mergers and acquisitions Pricing and premiums Acquisition process Integrating and implementing an acquisition Acquisition in industry contexts Ch 10 Mergers and acquisitions 111 Introduction Ch 10 Mergers and acquisitions 327-330 eBay + Skype + PayPal eBay acquired Butterfields but sold it off three/


Copyright © 2009 Pearson Prentice Hall. All rights reserved. Chapter 17 Mergers, LBOs, Divestitures, and Business Failure.

risky capital structure cannot be reflected in the expected cash flows, the postmerger cost of capital of 10% must be used to evaluate the cash flows expected from the acquisition. Analyzing and Negotiating Mergers: Acquisitions of Going Concerns (cont.) Copyright © 2009 Pearson Prentice Hall. All rights reserved. 17-27 The postmerger cash flows are forecast over a 30-year time horizon as shown in/


Mergers & Acquisition Acquisition also known as Takeover is the buying of one company( the target) by another ( the acquirer) Can be friendly – through.

change in accounting policies.  IF ABOVE CONDITIONS NOT SATISIFIED IT IS AN “ ACQUISITIONand not a “ MERGER” “ ACQUISITIONand not a “ MERGER” Amalgamation in the nature of Acquisition -Purchase- Conditions to be met Assets and outside liabilities of transferor company carried at their fair market values. The difference between purchase consideration and value is treated as “ Goodwill and amortized over 5 years. If the difference is negative treat as “ Capital/


Theory Meets Practice in Merger Control Koki Arai Senior Researcher for Economic Analysis Japan Fair Trade Commission 1st ATE Symposium on Competition.

post×MPP) is positive → an increase in the prices of the merger firms’ products (blue column) 8383 In depth study: Flavor seasoning ( Ajinomoto & Yamaki) The cross term with Ajinomoto was positive and significant while that with Yamaki was negative and significant – Relative to the market, Ajinomoto raised its prices while Yamaki lowered its prices after the acquisition. – Possibility that merging parties changed their product positioning/


Copyright © 2011 by The McGraw-Hill Companies, Inc. All rights reserved. McGraw-Hill/Irwin Chapter 1 Intercorporate Acquisitions and Investments in Other.

The use of subsidiaries or other entities to borrow money without reporting the debt on their balance sheets Using special entities to manipulate profits Manipulation of accounting for mergers and acquisitions Pooling-of-interests allowed for manipulation The FASB did away with it and modified acquisition accounting 1-6  Two Types of Expansion Internal Expansion Investment account (Parent) = BV of net assets (Sub) External Expansion/


Prof. Ian Giddy New York University Mergers & Acquisitions When Do They Work?

stockholders of an above-market price l Proxy Fights  A method of gaining control without acquisition: dissident shareholders seek to change management by soliciting proxies from other shareholders. Copyright ©1999 Ian H. Giddy M&A 12 Types of Mergers and Acquisitions M&A Acquisition Proxy contest Going private Merger Stock acquisition Asset acquisition Copyright ©1999 Ian H. Giddy M&A 13 Types of Takeover Activity l See Table/


23-1 Mergers and Other Forms of Corporate Restructuring.

22). Roll-Up Transactions Roll-Up Transactions – The combining of multiple small companies in the same industry to create one larger company. 23-22 Developments in Mergers and Acquisitions u IPO funds are used to finance the acquisitions. IPO Roll-Up IPO Roll-Up – An IPO of independent companies in the same industry that merge into a single company concurrent with the stock offering/


Chapter McGraw-Hill/Irwin Copyright © 2006 by The McGraw-Hill Companies, Inc. All rights reserved. 25 Mergers and Acquisitions.

McGraw-Hill Companies, Inc. All rights reserved. 25 Mergers and Acquisitions 25-1 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 25/


Post-merger Integration  Poor post-merger integration is one of the primary reasons acquisitions fail.  Must have adequate planning, timing, attention.

, timing, attention to detail as well as contingency plans. contingency plans.  Acquisition posture  Methods for motivation and integration  Types of integration approaches Rescue Collaboration Contested Situation Raid Cooperative Adversarial  Acquisition Postures Post-merger Integration Rescue Collaboration Contested Situation Raid Cooperative Adversarial Acquisition Postures  Acquisition Postures Rescue Post-merger Integration Rescue Financial salvage operation  Financial salvage operation Firm has/


Basics of Tax - Mergers & Acquisition. Contents Modes of M&A Recent M&A Transactions 2 1 3 Taxation Aspects 4 Regulatory Aspects 5 Case Studies.

Code Concept: Every listed company is required to sign a listing agreement. Concept: SEBI to monitor and regulate the control & acquisition of a listed company Regulatory aspects of M&A (2/4) FDI and Stamp Duty aspects  Issue of shares to non resident shareholders pursuant to Scheme (merger/Demerger) of domestic companies is covered under automatic route  FDI regulations to be complied with – especially/


22nd Annual Illinois Statewide APA Conference 08/13/2015 and 08/14/2015 Lombard, IL Payroll Considerations in Mergers and Acquisitions Presented by: Martin.

by: Martin D. Rule, CPA Presentation Topics Mergers/acquisitions, the impact on Payroll Form W-3 and Form 941 basics Merger and acquisition issues Types of mergers and acquisitions Predecessor and successor employers Reporting requirements and options post merger/acquisition Request for new FEIN Post merger/acquisition tax consequences and planning opportunities State employment tax considerations 2 Mergers and Acquisitions, the Impact on Payroll Mergers/acquisitions have a significant impact on Payroll It/


STORY BEHIND MERGER AND ACQUISITION : MERGER : 1)When two or more company combines into one company. 2)Forms a new company. 3)In India merger is called.

gain opportunities. 2)Take benefits from economic scales. 3)To gain more dominant position in the market. 4)To diversify its product range against competitor. LATEST NEWS : 1)India targeted merger and acquisition deals reached dollar 21.7 billion this year. ACQUISITION STRATEGIES : 1)It serves as a road map. 2)Describes the overall approach for acquiring. KEY PRINCIPLES OF A SUCCESSFUL/


MERGERS AND ACQUISITIONS. What is meant by Mergers and Acquisitions? A merger is a combination of two companies to form a new company, while an acquisition.

firms surpassed their previous M&A records set in 2007, the report added. 2015 in review: Mergers and acquisitions peak in pharma industry; so does regulatory glare Facing an increasingly watchful eye of the health regulator in/uisitions.asp http://articles.economictimes.indiatimes.com/2015- 12-28/news/69356550_1_dealogic-global-mergers- and-acquisitions-usd-1-trillion-mark http://www.affairscloud.com/mergers-and- acquisitions-of-indian-companies-in-2015/ http://www.indiainfoline.com/article/news-top-story//


Copyright © 2016 by McGraw-Hill Education, All rights reserved. McGraw-Hill Education Chapter 1 Intercorporate Acquisitions and Investments in Other Entities.

or other entities to borrow money without reporting the debt on their balance sheets Using special entities to manipulate profits Manipulation of accounting for mergers and acquisitions Pooling-of-interests allowed for manipulation The FASB did away with it and modified acquisition accounting 6  Two Types of Expansion Internal Expansion External Expansion P S Stock Assets P S Stock Sub Shareholders Assets Internal Expansion External/


From the desk of Adeel Durvesh LECTURE 11 FINANCIAL REORGANIZATION MERGERS & ACQUISITIONS.

larger volume of operations of the merged entity results in various economies of scale such as better utilization of combined production capacities, distribution channels, R&D facilities, etc. MOTIVES OF MERGERS AND ACQUISITIONS  Synergy If company A merges with company B the value of merged entity called AB is expected to be greater than sum of the independent values of A/


Session 10: Mergers and Acquisitions C15.0008 Corporate Finance Topics.

Session 10: Mergers and Acquisitions C15.0008 Corporate Finance Topics Outline Introduction to M&A Valuation Stock vs. cash acquisitions “Market for Corporate Control” Alternative managerial teams compete to manage corporate resources (target vs. bidder/acquirer) Proxy fights Acquisitions Merger/consolidation (friendly takeover) –Negotiated with target managers –Approved by Boards –Voted on by shareholders –Exchange of stock Stock acquisition (tender offer/hostile takeover) –Offer made directly to target/


Post-merger Integration  Poor post-merger integration is one of the primary reasons acquisitions fail.  Must have adequate planning, timing, attention.

management concerns (recant position of defiance Incumbent management concerns (recant position of defiance or resign). or resign). Rescue Collaboration Contested Situation Raid Cooperative Adversarial Acquisition Postures  Acquisition Postures Raid Post-merger Integration Best and brightest may flee to friendlier settings. Best and brightest may flee to friendlier settings. - Talent usually leaves in the aftermath of hostile takeovers. - May leave behind a shell of the former/


1 (of 22) FIN 468: Intermediate Corporate Finance Topic 10–Mergers and Acquisitions Larry Schrenk, Instructor.

target firm in different countries)  the average control premium offered  the likelihood that payment will be made strictly in cash. Geographic Distribution of Worldwide Announced Mergers and Acquisitions, 2004 v. 2003 Methods of Payment Negotiated Mergers  Contact is initiated by the potential acquirer or by target firm. Open Market Purchases  Buy enough shares on the open market to obtain controlling interest without engaging in/


Issues of Merger and Acquisition with Special Reference to International Practices Madhav Prasad Bhatta.

.6 9.6 7.5 25.9 18.9 4.3 South Asia INDIA 0.1 0.0 1.1 6.7 29.1 13.5 0.3 Cross-Border Mergers and Acquisitions (Purchases), 1991–2009 (billion US$) Source UNCTAD 2010 1991–96 1997–99 2000–05 2006 2007 2008 2009 World 76.6 406.0 409.2 625.3 1022.7 706/


Tax-free* Acquisitions of Freestanding C Corporations Basic types: IRC §368(a)(1)(A)— Statutory merger IRC §368(a)(1)(B)— Stock-for-stock acquisition IRC.

effect. All of Target’s Stock $548 Cash $822 Stock Assets and Liabilities of Target $548 Cash $822 Stock Post-acquisition Structure: Statutory Merger Acquirer: Holds the assets and liabilities of the target. Has a carryover basis in the target’s assets/ All of target’s stock “Substantially All” of the target’s assets and liabilities. $548 Cash $822 acquirer stock Post-acquisition Structure: Forward Triangular Type-“A” Merger Acquirer: Subsidiary of the acquirer owns substantially all of the assets of the/


Intercorporate Acquisitions and Investments in Other Entities

or other entities to borrow money without reporting the debt on their balance sheets Using special entities to manipulate profits Manipulation of accounting for mergers and acquisitions Pooling-of-interests allowed for manipulation The FASB did away with it and modified acquisition accounting 5 Business Expansion: The Big Picture Two Types of Expansion Internal Expansion Investment account (Parent) = BV of net assets (Sub) External Expansion/


Doing Business in Asia: Merger Control 2015 Asia Forum ABA Section of International Law Tokyo, Japan March 2, 2015.

but flexible in some aspects of formality (translation, POA, filing fees, etc.) 8 KOREA (contd) The antitrust statute lists five types of transactions for which a merger filing may be required: (1) interlocking directorate; (2) merger; (3) share acquisition; (4) business transfer, i.e., asset acquisition; and (5) formation of a new company (e.g., a joint venture) Two jurisdictional tests: size-of-party test/


Post-Merger/-Acquisition Integration Session 1 Thursday, Feb. 26, 2015, 9:15 am.

Ensuring a constant flow of information Adequate change management process Ensuring a constant flow of information Change Management and Communication 5 4 Post-Merger-/Acquisition IntegrationPage 21February 26, 2015 Timing of integration Post-acquisition due diligence Nature of acquired business Labor Relations issues Acquisition economics February 26, 2015Post-Merger-/Acquisition Integration22 Due diligence HR/ cultural With a view to integrate Problems: –High-level assumptions –Too superficial February/


Chapter 24 Mergers, Corporate Control, and Corporate Governance

off other potential bidders for a target offer a substantial initial takeover premium in the form of cash. Returns to Other Security Holders Bonds Convertible Nonconvertible Preferred stock International Mergers and Acquisitions One company’s acquisition of the assets of another is observed worldwide. Countries differ not only with respect to how frequently takeover attempts are launched, but also how often these are friendly/


1 Introduction to US Taxation of Mergers and Acquisitions Prof. Charlotte Crane Graduate Tax Program Northwestern University School of Law Chicago, Illinois.

1 Introduction to US Taxation of Mergers and Acquisitions Prof. Charlotte Crane Graduate Tax Program Northwestern University School of Law Chicago, Illinois/domestic, if can show 355 standards met 129 Taxable Mergers and Taxable Informal mergers –Forward mergers as acquisition of assets followed by liquidation –Forward triangular merger as taxable purchase of assets –Reverse subsidiary mergers taxable as purchase of stock 130 Choice of Acquisition Technique: Taxable or Nontaxable Consideration to be used –/


Mergers and Acquisitions Good But for Who?. What is a Merger? In a MERGER, two (or more) corporations come together to combine and share their resources.

total sample includes all takeover announcement that take place between January 1, 1990, and December 31, 1999, available in the Securities Data Corporation Mergers and Acquisitions database. Only public companies are considered, and we exclude LBO deals, spinoffs, recapitalizations, self-tender and exchange offers, repurchases, minority stake purchases, acquisitions of remaining interest, and privatizations. Second and subsequent bids that occur within a window of four years relative to an/


1 Mergers, Acquisitions, and Reorganizations Asset Deal Stock Deal “F” Reorganization Statutory Merger 338(h)(10)

Integration  Successor must file one Forms W-2 for entire year  Forms W-4  Successor must file one Forms 1099 for entire year  Year-end notifications to IRS 11 Mergers, Acquisitions, and Reorganizations Statutory Merger – Considerations –State  “Successor” qualification  Carryover of YTD taxable wage bases  SUI experience transfers (optional or mandatory)  Payroll Systems Integration  State Employee Withholding Allowance Certificate  State correspondence/notification  Account closures/


1 University of Augsburg German and European Company Law Prof. Dr. Otmar Thömmes 5 / 6 July 2013.

one company of the majority of the shares in another company “Mergers and Acquisitions” (M&A), in these countries, means the acquisition of an enterprise by another enterprise “Legal Merger” is frequently used to distinguish a European type of merger, i.e. the amalgamation of two companies into one, from the Anglo-Saxon type of merger by acquisition I. Company Restructuring – Transactions in Practice 5. Mergersa) Terminology 23/


ICSI - MSOP - 15.03.2012 Business Strategy, Corporate Restructuring and Take Overs An Overview By R. Ramesh Chandra Partner L V V Iyer & Associates Corporate.

arrangement would not amount to reduction of capital. ICSI - MSOP - 15.03.2012 Mergers & Acquisitions Stamp Duty Applicable only to Amalgamations under AP Stamp Act. Applicable only to Amalgamations under AP Stamp Act. De-merger and other arrangements not covered. De-merger and other arrangements not covered. ICSI - MSOP - 15.03.2012 Mergers & Acquisitions Tax implications Amalgamations under Sec. 2(1 B) of Income Tax, Act, 1961 –not/


15 Mergers and Acquisitions

.2 Explain securities legislation as it applies to takeovers. 15.3 Differentiate between friendly and hostile acquisitions and describe the process of a typical friendly acquisition. 15.4 Explain the various motivations underlying mergers and acquisitions. 15.5 Identify the valuation issues involved in assessing mergers and acquisitions. 15.6 Identify the issues involved in accounting for mergers and acquisitions. © John Wiley & Sons Canada, Ltd. 15.1 TYPES OF TAKEOVERS A takeover occurs/


Vienna MBA Mergers & Acquisitions

Tuesday, Sep. 30, 2008 the U.S. Treasury announced a new interpretation of Sec. 382 of the code which limited use of NOL carryforwards in an acquisitions. The new IRS interpretation focused specifically on bank mergers, and had an immediate impact on the Citibank-Wachovia transaction, announced one day earlier link Under existing estimates, an acquirer of Wachovia would write down approximately $74/


1 Vienna MBA Mergers & Acquisitions Instructor: Adlai Fisher.

of Microsoft has anything but the interests of Yahoo!s stockholders in mind 6 Vienna MBA Mergers and Acquisitions M&A Overview: Motives and History 7 Overview Outline M&A objectives, creating shareholder value Three theoretical frameworks Historical and international perspective Current trends Participants Deal taxonomies 8 M&A and Shareholder Value Creating shareholder value is the dominant paradigm for thinking about the role of the/


ICSI - MSOP - 17.03.2010 Business Strategy, Corporate Restructuring and Take Overs An Overview By R. Ramesh Chandra Partner L V V Iyer & Associates Corporate.

arrangement would not amount to reduction of capital. ICSI - MSOP - 17.03.2010 Mergers & Acquisitions Stamp Duty Applicable only to Amalgamations under AP Stamp Act. Applicable only to Amalgamations under AP Stamp Act. De-merger and other arrangements not covered. De-merger and other arrangements not covered. ICSI - MSOP - 17.03.2010 Mergers & Acquisitions Tax implications Amalgamations under Sec. 2(1 B) of Income Tax, Act, 1961 –not/


Chapter 19 Cross-Border Mergers, Acquisitions, and Valuation.

down to growth. An increasingly popular route to “going global” in search of new markets, resources, productive advantages, and other elements of competition and profit is through cross-border mergers and acquisitions. Copyright © 2004 Pearson Addison-Wesley. All rights reserved. 19-3 Cross-Border Mergers, Acquisitions, and Valuation Cross-border mergers, acquisitions, and strategic alliances all face similar challenges: they must value the target enterprise on the basis of its projected/


Sapienza Università di Roma International Banking Lecture Seventeen Brief introduction to Mergers & Acquisitions Prof. G. Vento April 2013Internaitonal.

’s common for the board to retain an outside valutation firm. April 2013Internaitonal Banking / Prof. G.Vento Purchase of assets compared with purchase of stock The most common form of merger and acquisition involves purchasing the stock of the merged or acquired concern. An alternative is to purchase the target company’s assets. April 2013Internaitonal Banking / Prof. G.Vento Assumption of the seller/


The Role of Business Ethics in Merger and Acquisition Sunil Kumar Singhal – S-78 Rajat Gupta – S-48 Mukesh Panwar – S-38 Kamesh Sanghi – S-29 Parmanandh.

Vivek Kumar Sachan – S-71 Ajay Gupta – S-01 G V Ramakrishnan – S-23 Rajesh Kumar Sahu – N-42  Mergers and Acquisitions (M&A)  Ethics and its need in M&A  M&A Success / Failure  Primary risks associated with M&A Success / Failure  Structural risks/ court, issuing secret orders based on secret interpretation of the laws.” Tom Udall  Ethical dilemmas pervade the field of mergers and acquisitions  Not Divulging information to the employees about the M&A.  In response to a hostile takeover attempt, a CEO/


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