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Three examples each and explanation of the three forms and three types of business

combinations.

THREE FORMS OF BUSINESS COMBINATION

Asset Acquisition
A. Statutory Merger
China Bank Savings Incorporated (China Bank) and Planters Development Bank
(Planters bank)
August 20, 2015 at 1:17PM PHT. The Bangko Sentral ng Pilipinas (BSP) has finally
approved the merger between China Bank Savings Incorporated (China Bank) and
Planters Development Bank (Planters bank). China Bank would be the surviving
entity in the merger. In January 2014, China Bank implemented the share purchase
agreement (SPA) to acquire Planters bank worth P1.86 billion ($39.94 million).

Hewlett Packard Enterprise (HPE) and Cray


Just this week Hewlett Packard Enterprise (HPE) completed its purchase of Cray, the
tech company that built the very first supercomputer in 1976. HPE acquired Cray for
$35 per share as announced in May. The transaction value of the deal went up to
$1.4B because Cray had less cash on its balance sheet at the time of close. 
HPE's purchase reflects industry momentum behind artificial intelligence (AI)
including predictions that the global high-performance computing market growing
from $31 billion in 2017 to $50 billion by 2023. To crunch the massive amounts of
data that powers AI solutions, corporations, universities and governments will need
the power of the super computers that Cray builds.

Juniper’s and of Mist Will ‘Blaze the Path To AI’


Juniper Networks has completed the acquisition of artificial intelligence-powered
networking startup Mist Systems for $405 million with the goal of leveraging Mist’s
technology to boost enterprise sales with an AI-driven end-to-end approach.
Mist, which is now a Juniper company, will retain its commitment to an open
framework so customers can leverage offerings from other vendors as well, said
Leelanivas. The company said it will be sharing Mist’s AI-driven wireless offering to
the wider audience of Juniper customers.
B. Statutory Consolidation
The Kraft Heinz Company (formed by merger of Kraft Foods and Heinz)
The Kraft Heinz Company has announced the successful completion of the merger
between Kraft and Heinz. The transaction creates the third-largest food and
beverage company in North America and the fifth-largest food and beverage
company in the world with an unparalleled portfolio of iconic brands. 

The complementary nature of the two brand portfolios presents substantial


opportunity for synergies, which will result in increased investments in marketing
and innovation. This historic transaction unites two powerful businesses and iconic
brands, and provides a platform for leadership in the food industry both domestically
and internationally

GlaxoSmithKline plc (GSK) (formed by merger of Glaxo Wellcome & SmithKline


Beecham)

GlaxoSmithKline plc (GSK) was formed from the December 2000 merger of Glaxo
Wellcome plc and SmithKline Beecham plc. The $70 billion deal created the world's
largest drug manufacturer and research-based pharmaceutical concern. The
combined entity controlled leading market share in four of the five largest
therapeutic markets--anti-infectives, central nervous system, respiratory, and gastro-
intestinal/metabolic. Overall, the firm controlled nearly seven percent of the global
pharmaceuticals market. Its product line includes antibiotic, antidepressant,
gastrointestinal, dermatological, respiratory, cancer, and cardiovascular medications.
GSK claims that every minute of every day, more than 1,100 prescriptions are written
for one of its products. The company has one of the largest researches and
development divisions in the drug industry and spends over $450,000 every hour to
research new medicine.

Verizon Communications Inc. (formed by merger of merger of Bell Atlantic Corp.


and GTE Corp. Verizon)

Bell Atlantic changed its name to Verizon Communications in June 2000 when
the Federal Communications Commission approved the US$64.7 billion Merger with
telephone company GTE, nearly two years after the deal was proposed in July
1998. The approval came with 25 stipulations to preserve competition between local
phone carriers, including investing in new markets and broadband technologies. The
new entity was headed by co-CEOs Charles Lee, formerly the CEO of GTE, and Bell
Atlantic CEO Ivan Seidenberg.

Verizon became the largest local telephone company in the United States, operating
63 million telephone lines in 40 states. The company also inherited 25 million mobile
phone customers. Additionally, Verizon offered internet services and long-distance
calling in New York, before expanding long-distance operations to other states.
C. Stock Acquisition
The Walt Disney Company and Pixar Animation Studios
Disney has agreed to acquire computer animation leader Pixar (NASDAQ: PIXR) in an
all-stock transaction. Under terms of the agreement, 2.3 Disney shares will be issued
for each Pixar share. Based on Pixar’s fully diluted shares outstanding, the
transaction value is $7.4 billion ($6.3 billion net of Pixar’s cash of just over $1 billion).
This acquisition combines Pixar’s preeminent creative and technological resources
with Disney’s unparalleled portfolio of world-class family entertainment, characters,
theme parks and other franchises, resulting in vast potential for new landmark
creative output and technological innovation that can fuel future growth across
Disney’s businesses

Citigroup Inc. and The Travelers Companies, Inc.


Merger of Citicorp and Travelers (1998–2001). On April 6, 1998, the merger between
Citicorp and Travelers Group was announced to the world, creating a $140 billion
firm with assets of almost $700 billion. The deal would enable Travelers to market
mutual funds and insurance to Citicorp's retail customers while giving the banking
divisions access to an expanded client base of investors and insurance buyers.
In the transaction, Travelers Group acquired all Citicorp shares for $70 billion in
stock, issuing 2.5 new Citigroup shares for each Citicorp share. Existing shareholders
of each company owned about half of the new firm. While the new company
maintained Citicorp's "Citi" brand in its name, it adopted Travelers' distinctive "red
umbrella" as the new corporate logo, which was used until 2007.

Top Frontier Investments Holdings, Inc. and Clariden Holdings, Inc.


On August 30, 2013, TFHI acquired 100% of the outstanding common stock of
Clariden Holdings, Inc. (Clariden), a holding company with interests in exploration,
mining and development. Clariden, through its subsidiaries, holds mining tenements
in various areas in the Philippines, including Mineral Production Sharing Agreements
for the Nonoc nickel and Mt. Cadig nickel projects exploration permits for certain
areas under the Bango gold project, and pending Application for Production Sharing
Agreement and pending Exploration Permit Applications for other areas of the Bango
gold project.

THREE TYPES OF BUSINESS COMBINATION


a. horizontal Integration
Sprint Corporation (was an American telecommunications company) and T-Mobile
US merged (is an American wireless network operator)
T-Mobile US, Inc., commonly shortened to T-Mobile, is an American wireless
network operator. Sprint Corporation was an
American telecommunications company.
T-Mobile US has completed its long-pending acquisition of Sprint, the company said
on Wednesday morning. The deal combines the previously third and fourth largest
U.S. wireless carriers, after Verizon Communications (ticker: VZ) and AT&T (T).
The two companies had a combined $77.5 billion in revenue in their past four
reported quarters, and boasted over 140 million subscribers at the end of 2019.

Marriott International, Inc. (is an American multinational diversified hotel and


hospitality company) and
Starwood Hotels & Resorts Worldwide, Inc. (hotel and leisure companies)
Marriott International, Inc. has completed its acquisition of Starwood Hotels &
Resorts Worldwide, Inc., creating the world’s largest and best hotel company.
Marriott now offers the most comprehensive portfolio of brands including leading
lifestyle brands, a significant global footprint, and leadership in the luxury and select-
service tiers as well as the convention and resort segment.
The new company will operate or franchise more than 5,700 properties and 1.1
million rooms, representing 30 leading brands from the moderate-tier to luxury in
over 110 countries. With the completion of this acquisition, Marriott’s distribution
has more than doubled in Asia and the Middle East & Africa combined.

SABMiller plc (was a British multinational brewing and beverage company) and


Anheuser-Busch InBev SA/NV (is a Belgian American multinational drink and
brewing company)
Anheuser-Busch InBev Completes Agreement for SABMiller. Anheuser-Busch
InBev said on Wednesday that it had completed an agreement to acquire its closest
rival, SABMiller, for nearly $106 billion, creating what it said would be the first “truly
global brewer.”
The deal, reached after months of negotiations, would create a beer industry giant
with annual revenue of about $64 billion and would give Anheuser-Busch InBev,
already the world’s largest brewer, a substantial operation in Africa, where it has
little presence, and greater dominance in Latin America.

b. Vertical Integration
Motorola Mobility LLC (is an American consumer electronics and
telecommunication company) and Google LLC (is an American multinational
technology company)
Google officially completed its $12.5 billion purchase of Motorola Mobility on
Tuesday. It's a watershed moment for the company, marking both its biggest
acquisition ever and Google's transition from a search-and-software company to a
consumer gadgets maker.
Buying Motorola gives Google (GOOG, Fortune 500) access to more than 17,000
patents, plus an extra 7,500 that are awaiting approval. The search giant said it plans
to use those patents to ward off lawsuits from Apple (AAPL, Fortune 500) and
Microsoft (MSFT, Fortune 500) that threaten Google's popular Android mobile
operating system.

Chanel (is a French fashion house) and four of its silk suppliers


Chanel made headlines last year when it purchased four of its silk suppliers in an
attempt to further control its precious supply chain. The announcement came on the
heels of a number of other supplier acquisitions by the Karl Lagerfeld-helmed house.
As a result of its most recent bout of acquisitions, Chanel has created a silks
production unit after completing the third deal in four months aimed at
strengthening its supply chain, per Reuters. Chanel said the four companies, in the
Loire region, were long-standing suppliers involved in every step of silk production
from yarn making to weaving and printing.

Amazon.com, Inc. (is an American multinational technology company) and


Zappos.com (is an online shoe and clothing retailer)
Amazon acquires online shoe retailer Zappos for $850 million. Amazon.com
is acquiring online shoe and merchandise retailer Zappos in a mostly stock deal
valued at about $850 million. It is the biggest acquisition in Amazon's history. “We
see great opportunities for both companies to learn from each other and create
even better experiences for our customers," Amazon CEO Jeff Bezos said in a news
release.
The Zappos acquisition dwarfs other recent Amazon deals. The company spent a
total of $432 million on acquisitions in 2008, about $300 million of which went
toward acquiring audiobook company Audible.

c. Conglomeration
JG Summit Holdings, Inc (JGSHI) is one of the largest conglomerates in
the Philippines with business interests in air transportation, banking, food
manufacturing, hotels, petrochemicals, power generation, publishing, real estate
and property development, and telecommunications. Key subsidiaries
include Universal Robina and Cebu Pacific. Incorporated on November 1990, it was
founded by John Gokongwei Jr., one of the wealthiest individuals in Southeast Asia.
[2]
 In 2010, JGSHI was one of the ten most profitable companies on the Philippine
Stock Exchange.

López Holdings Corporation (formerly Benpres Holdings Corporation) is


a Filipino conglomerate founded by the brothers Eugenio López, Sr. and Fernando
López, Sr. It has substantial holdings in the public service and utilities sector in the
Philippines and serves as the López family's publicly listed holding company for
investments in major development sectors such as broadcasting and cable;
telecommunications; power generation and distribution; manufacturing; and
property development. It added to its portfolio investments in other basic service
sectors but has also since sold its interest in banking, toll roads, information
technology, and health care delivery.
López Holdings Corporation is majority-owned by López, Inc., a private holding and
investment entity of the López family.

LT Group, Inc. colloquially called as the Lucio Tan Group, is a publicly listed holding
company of Chinese Filipino business tycoon Lucio Tan in the Philippines. LT Group,
Inc. is majority-owned by Tangent Holdings Corporation, its ultimate parent
company (also controlled by Tan).
Started in the 1930s as The Manila Wine Merchants, Inc., the Lucio Tan-owned
business empire ventures in air transport, aviation-related support services, real
estate and property development, banking, disinfectant alcohol, tobacco
manufacturing, food, and beverage. It also has minority ownership and management
control in a sugar milling company.
References

BETHESDA, MD. Marriott International Completes Acquisition of Starwood Hotels &

Resorts Worldwide, Creating World's Largest and Best Hotel Company While

Providing Unparalleled Guest Experience. SEPTEMBER 23, 2016

https://news.marriott.com/news/2016/09/23/marriott-international-completes-

acquisition-of-starwood-hotels-resorts-worldwide-creating-worlds-largest-and-best-

hotel-company-while-providing-unparalleled-guest-experience

Chad Bray The new York times. Anheuser-Busch InBev Completes Agreement for

SABMiller. Nov. 11, 2015.

https://www.nytimes.com/2015/11/12/business/dealbook/anheuser-busch-inbev-

sabmiller-deal.html

David Goldman. Google seals $13 billion Motorola buy. May 22, 2012: 10:20 AM ET

https://money.cnn.com/2012/05/22/technology/google-motorola/index.htm

Edge.pseTop. Frontier Investments Holdings, Inc. and Clariden Holdings, Inc.

https://edge.pse.com.ph/companyInformation/form.do?cmpy_id=650

Eric Engleman. Amazon acquires online shoe retailer Zappos for $850 million. Jul 22, 2009,

1:24pm EDT

https://www.bizjournals.com/seattle/blog/techflash/2009/07/Amazon_acquires_Zappo

s_51421337.html

Foodingredientsfirst. Kraft Heinz Merger Successfully Completed. 03 Jul 2015.

https://www.foodingredientsfirst.com/news/kraft-heinz-merger-successfully-

completed.html#:~:text=03%20Jul%202015%20%2D%2D%2D%20The,unparalleled

%20portfolio%20of%20iconic%20brands.
Mark Haranas. Juniper’s Acquisition of Mist Will ‘Blaze the Path To AI’.

https://www.crn.com/news/networking/juniper-s-acquisition-of-mist-will-blaze-the-

path-to-ai-

Nicholas Jasinski. T-Mobile Finally Bought Sprint. It Wasn’t Easy. April 1, 2020 10:53 am

ET https://www.barrons.com/articles/t-mobile-us-finally-completes-its-sprint-

acquisition-it-wasnt-easy-51585752809

Rappler.com. China bank - Planters bank merger. https://rappler.com/business/bsp-approval

chinabank-plantersbank-merger

Referenceforbusiness.com. GlaxoSmithKline plc - Company Profile, Information, Business

Description, History, Background Information on GlaxoSmithKline plc

https://www.referenceforbusiness.com/history2/56/GlaxoSmithKline-plc.html

TFL. Chanel and Co. Are Snapping Up Suppliers to Solidify Their Supply Chains April 25,

2017 - https://www.thefashionlaw.com/chanel-acquires-yet-another-tannery-in-aim-

to-control-supply-chain/

The Walt Disney company. Disney To Acquire Pixar. JANUARY 24, 2006.

https://thewaltdisneycompany.com/disney-to-acquire-pixar/

Veronica Combs in Artificial Intelligence. Hewlett Packard Enterprise completed purchase of

supercomputer pioneer Cray for $1.4B. September 27, 2019, 12:50 PM PST

https://www.techrepublic.com/article/hewlett-packard-enterprise-completed-purchase-

of-supercomputer-pioneer-cray-for-1-4b/

Victoria White. AstraZeneca to acquire ZS Pharma for $2.7 billion.

https://www.europeanpharmaceuticalreview.com/news/36455/astrazeneca-to-acquire-

zs-pharma-for-2-7-billion/
Wikipedia. JG Summit Holdings https://en.wikipedia.org/wiki/JG_Summit_Holdings

Wikipedia. LT Group, Inc. https://en.wikipedia.org/wiki/LT_Group and

https://ph.asiatatler.com/life/invest-wisely-this-2020-by-getting-to-know-the-

countrys-top-conglomerates.

Wikipedia.org. Merger of Citicorp and Travelers (1998–2001)

https://en.wikipedia.org/wiki/Citigroup#Merger_of_Citicorp_and_Travelers_(1998%

E2%80%932001)

Wikipedia.org. Verizon Communications.

https://en.wikipedia.org/wiki/Verizon_Communications#:~:text=Merger%20of

%20equals%20(2000%E2%80%932002),-Verizon%20logo%2C%202000&text=Bell

%20Atlantic%20changed%20its%20name,was%20proposed%20in%20July%201998.

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