Corporate Merger Presentation

8/2/2019 Corporate Merger Presentation

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MER GER


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A merger is a transaction that results in the

transfer of ownership and control of a

corporation.

When one company purchases another

company of an approximately similar size. The

two companies come together to become one.

Two companies usually agree to merge

when they can do something together that they

cant do on their own.


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Combining of two business entites

under common ownership.

Two firms coalesce and share

resources in order to realize a

common goal.

One firm buys the assests or

shares of another firm.

Take over implies the acquiringfirm is larger than the target.

Reverse take over takes place if

the target firm is bigger than the

acquirer.


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Parent stocks are usually retired

and new stock issued.

Name may be one of the parents

or a combination.

One of the parents usually

emerges as the dominant

management.

Can be controlling share, a majority,

or all of the target firms stock.

Can be friendly or hostile.

Usually done through a tender offer.


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Takeovers

A corporate action where an acquiringcompany makes a bid for an acquiree.If the target company is publicly

traded, the acquiring company willmake an offer for the outstandingshares.


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Target company's management and

board of directors agree to a merger

or acquisition by another company.

A takeover attempt that is

strongly resisted by the targetfirm


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In the case of a hostile takeover, the firm making the bid can bereferred to as a 'black knight'.

White knight' is a firm that may enter the fray as a 'friendly'

bidder.

A 'grey knight' is a third firm that is not welcomed by the'victim', seeking to exploit the situation to their own advantage.

Yellow knight' is a firm who originally seeks to launch a

hostile takeover bid but then moderates its stance and negotiates

on the basis of a merger. White squires is a firm which may not be big enough to

be able to take control of another firm but may well seek tobuy into the 'victim' firm to prevent the 'black knight' from

being able to achieve its takeover plans.


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HORIZONTAL MERGER

A merger occurring between

companies producing similar

goods or offering similar services.

This type of merger occurs

frequently as a result of larger

companies attempting to create

more efficient economies of scale.

Product X

Product Y

CompanyA

CompanyB

Product XY

CompanyAB


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VERTICAL MERGERS

A merger between two companies

producing different goods or

services for one specific finished

product.

The merger of firms that have

actual or potential buyer-seller

relationships.

Product ofCompany A

Product ofCompany B

Product ofCompany AB


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CONGLOMERATE MERGER

A merger between firms that are involved

in totally unrelated business activities.

There are two types of conglomerate

mergers:-

Pure:-Pure conglomerate mergers involve

firms with nothing in common.

Mixed:-Mixed conglomerate mergers involve

firms that are looking for product extensions

or market extension.


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WAYS OF MERGER

A merger can take place in following four ways:

By purchase of assets.

By purchase of commonshare

The asset of company Y may be sold tocompany X. Once this is done company

Y is then legally terminated andcompany X survives.

The company share ofcompany Y may bepurchased by company X.When company X holds allthe shares of company Y it isdissolved.


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WAYS OF MERGER

By exchange of share forassets.

Exchange of shares forshares

Company X may give its share tostake holders of company Y for itsnet assets. Then company y isterminated by its shareholders

who now holds shares of companyX.

Company X gives its shares tothe share holders of companyY and then company Y isterminated.


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VISION OF MERGER

MutualBenefit

Maximize Profit

Expansion

ofbusiness

Economy of

Sales

Increasemarketshare

CostMaximizatio

n

Allocation ofassets &liabilities

Diversification

Goodwill

Product

Improvement

Futuregoal

Liquidity


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T 10 M & A i iti i


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Top 10 Mergers & Acquisitions in

India

Acquirer

Target

Company

Country

targeted

Deal value ($

ml) Industry

Tata Steel Corus Group plc UK 12,000 Steel

Hindalco Novelis Canada 5,982 Steel

Videocon

Daewoo

ElectronicsCorp.

Korea 729 Electronics

Dr. Reddys

LabsBetapharm Germany 597 Pharmaceutical

Suzlon Energy Hansen Group Belgium 565 Energy

HPCLKenyaPetroleumRefinery Ltd.

Kenya 500 Oil and Gas

Ranbaxy Labs Terapia SA Romania 324 Pharmaceutical

Tata Steel Natsteel Singapore 293 Steel

Videocon Thomson SA France 290 Electronics


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18 Oct2005

Tata Steel closes in onCorus

17 Oct2006

Corus confirms offerfrom Tatas for equity

acquisition

19 Oct2006

Corus boardrecommends Tatas'

takeover offer

20 Oct2006

Tata Steel clinchesCorus takeover deal

17 Nov2006

CSN of Brazil makesoverture to Corus

18 Nov2006

Tatas hold parleyswith Corus after CSN

bid

28 Nov2006

CSN begins talks withCorus pension

trustees

11 Dec2006

Corus bid: CSNoutbids Tatas' offer

12 Dec2006

Tata Steel, Corus getUS anti-trust nod for

takeover deal

15 Dec2006

CSN drops bid for USfirm; sends papers toCorus shareholders

20 Dec2006

Tata, CSN get Jan 30deadline for Corus

bids

22 Dec2006

EuropeanCommission approves

Tata's acquisition ofCorus

28 Dec2006

Bid for Corus may berevised, hints Ratan

Tata

11 Jan2007

EU seeks third-partycomments on CSN bid

for Corus

21 Jan2007

Tata, CSN in a fix overrevised Corus bid

23 Jan2007

Takeover panelmoving closer toauction; Tata may

raise bid

27 Jan2007

Tata, CSN battle forCorus to be settled by

auction

29 Jan2007

CSN wins EU OK totake over Britain's

Corus

30 Jan2007

Tatas enter auctionring to battle CSN for

Corus

31 Jan2007

Tata Steel wins Coruswith USD 11.3 bn

offer


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Documents

Corporate Merger Presentation