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Copyright © 2002 by Harcourt, Inc. All rights reserved.
Topic 29 :Topic 29 :
Mergers and TakeoversMergers and Takeovers
By Zhu Wenzhong By Zhu Wenzhong
Copyright © 2002 by Harcourt, Inc. All rights reserved.
• Explain the difference between mergers and Explain the difference between mergers and takeovers takeovers
• State the motives for merger or integration State the motives for merger or integration • Explain horizontal integration, forward vertical Explain horizontal integration, forward vertical
integration, backward vertical integration, lateral integration, backward vertical integration, lateral integration and diversification by giving some integration and diversification by giving some examplesexamples
• State hostile and friendly takeoversState hostile and friendly takeovers• Explain the difference between merger and joint Explain the difference between merger and joint
ventureventure
LEARNING GOALSLEARNING GOALSLEARNING GOALSLEARNING GOALS
Copyright © 2002 by Harcourt, Inc. All rights reserved.
Mergers and takeovers Mergers and takeovers Mergers and takeovers Mergers and takeovers
Merger:Merger: Two or more businesses join Two or more businesses join
together and operate as one together and operate as one organization with shared organization with shared management. management.
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Copyright © 2002 by Harcourt, Inc. All rights reserved.
Mergers and takeoversMergers and takeoversMergers and takeoversMergers and takeovers
Takeover:Takeover: One business acquires or controls One business acquires or controls
another in management through another in management through buying over 51% of the shares. buying over 51% of the shares.
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Copyright © 2002 by Harcourt, Inc. All rights reserved.
Motives of mergers and takeovers Motives of mergers and takeovers Motives of mergers and takeovers Motives of mergers and takeovers • Quick way of expansion Quick way of expansion • Cheaper than internal growthCheaper than internal growth• Costs saving by cross sellingCosts saving by cross selling• Cash available Cash available • Economy of scale Economy of scale • Consolidating market positionConsolidating market position• ControlControl• Globalization Globalization • Diversification Diversification • ……
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Copyright © 2002 by Harcourt, Inc. All rights reserved.
Types of merger or integration Types of merger or integration Types of merger or integration Types of merger or integration
• Figure Figure
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Backward vertical Previous stage of production
Types of integration
Forward vertical Next stage of production
•Lateral (similar)•Diversification (different)
HorizontalThe same stage of Production or the same line
Copyright © 2002 by Harcourt, Inc. All rights reserved.
Types of mergers and integration Types of mergers and integration Types of mergers and integration Types of mergers and integration
• Two or more firms Two or more firms which are exactly in which are exactly in the same line of the same line of business and the same business and the same stage of production stage of production join together. join together.
Horizontal integrationHorizontal integration
Copyright © 2002 by Harcourt, Inc. All rights reserved.
Types of mergers and integrationTypes of mergers and integrationTypes of mergers and integrationTypes of mergers and integration
• Two or more firms in Two or more firms in the different stage of the different stage of production join production join together. together.
• Backward Backward integration(merging with integration(merging with raw materials or raw materials or component firms component firms
• ForwardForward integration integration (distribution firms)(distribution firms)
Horizontal integrationHorizontal integration
Vertical integration Vertical integration
Copyright © 2002 by Harcourt, Inc. All rights reserved.
Types of mergers and integrationTypes of mergers and integrationTypes of mergers and integrationTypes of mergers and integration• Two or more firms with Two or more firms with
related goods which do related goods which do not completely compete not completely compete with each other join with each other join together. together.
Horizontal integrationHorizontal integration
Lateral integration Lateral integration
Vertical integrationVertical integration
Copyright © 2002 by Harcourt, Inc. All rights reserved.
Types of mergers and integrationTypes of mergers and integrationTypes of mergers and integrationTypes of mergers and integration• Two or more firms in Two or more firms in
completely different lines completely different lines of business join together.of business join together.
• Also called Also called conglomerate conglomerate merger merger
Horizontal integrationHorizontal integration
Diversification Diversification
Vertical integrationVertical integration
Lateral integration Lateral integration
Copyright © 2002 by Harcourt, Inc. All rights reserved.
Hostile and friendly takeovers Hostile and friendly takeovers Hostile and friendly takeovers Hostile and friendly takeovers
Hostile takeover :• The targeted company
tries to resist the bid.• The targeted firm may
take some measures to resist, such as asking another firm’ s bid, forming management team, or announcing new dividend plans, etc.
Friendly takeover :• The targeted company
is willing to be acquired or invite the bid.
• Reasons may include the firm has met with problems or it thinks it is better under the control of another.
Copyright © 2002 by Harcourt, Inc. All rights reserved.
Joint venture Joint venture Joint venture Joint venture
• Two or more companies share the costs, Two or more companies share the costs, responsibility and profits of a business responsibility and profits of a business venture or investment. venture or investment.
• AdvantagesAdvantages: enjoying growth of turnover with losing : enjoying growth of turnover with losing identify, way of eliminating direct competition, etc. identify, way of eliminating direct competition, etc.
• DisadvantagesDisadvantages: possible control struggle if 50:50 : possible control struggle if 50:50 ones, cultural conflicts or disagreement in ones, cultural conflicts or disagreement in management, etc. management, etc.
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