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2 Forms of Corporate Restructuring
2 Forms of Corporate Restructuring
2 Forms of Corporate Restructuring
Dr.Ambuj Gupta
Mergers
Amalgamation vs. Absorption Amalgamation: A+B=C Firms of equal size A new firm comes into existence Absorption: A+B=A Fusion of small company with a large co. Smaller company ceases to exist. Complete Takeover
Equity Alliance
A+B=A1+B No one loses entity A controls the affairs of B A change its status to A1(holding company) A purchases controlling shares of B Partial Takeover/Equity Alliance Generally through Tender Offer
Assets Acquisition
Buying assets of the other firm May be tangible assets like a manufacturing unit or intangible assets like brands.
Spin-offs
(A-a)+(B-b)=A+B+C, where A>a,B>b & C=a+b A small business a is divested from the entity A A small business b is divested from the entity B The two divested businesses a and b are combined to form a new entity c. *Existing shareholders gets shares in pro rata basis in the new entity.
Divestitures
Sale of a portion of the firm to an outside party. Results in infusion of cash to the parent co. Selling undervalued business/nonstrategic or unrelated/use the proceeds to fund investments in a potentially higher return opportunities.
Equity Carve-outs
A transaction in which a parent firm offers some common stocks of its subsidiary to the public to bring in a cash infusion to the parent without loss of control.
Leveraged Buyout
Financing technique where debt is used in the acquisition of a company. Purchase of equity interest in a public entity to convert it to private entity.