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27 Cards in this Set

  • Front
  • Back
Transaction in which one firm buys a controlling interest in another firm to make a subsidiary or combine w/current businesses
Acquisition
An action plan that firm develops to successfully acquire other companies:
Acquisition Strategy
(Unsolicited/uninvited acquisition) A specialized type of acquisition in which the target firm does not solicit the acquiring firm's offer:
Takeover
The company has real value/brand. Unsolicited/unwanted acquisition. Devaluation happens (stock goes down):
Hostile Takeover
Two firms combining willingly. Firms agree to combine their operations on a relatively equal basis:
Merger
5 Reasons for Acquisitions:
Reduce Costs

Gain Market Power

Increase Growth

Learn to Build Capabilities

Manage Risk and Other Financial Objectives
Two ways to reduce costs:
Horizontal acquisition

Vertical acquisition
the purchase of a competitor competing in the same market or markets as the acquiring firm:
Horizontal acquisition
3 things Horizontal acquisition can lead to:
Scale economies

Productivity increases

Competition reduction
Efficiency gained as company gets larger:
Scale economies
All about learning. Once we learn, cost goes down:
Productivity increases
Happens because we bought competitors and comp. passes along cost savings:
Competition reduction
The purchase of a supplier, retailer, or distributor of one or more of a firm's goods or services
(buy the supply chain):
Vertical Acquisition
power that exists when the firm sells its products above competitive prices or when its costs are lower than those of its primary competitors:
Market power
Occurs when firms pay more than the current market value to acquire another firm (can lead us to restructure):
Premium
The rational process by which acquiring firms evaluate target firms:
Due Diligence
A transaction in which businesses are sold to other firms or spun off as independent enterprises:
Divestiture
A restructuring strategy in which a party buys all or part of a firm's assets in order to take the firm or a part of the firm private:
Leveraged buyout (LBO)
Market power

Horizontal & vertical acquisition

Reduce overcapacity

Premium

Restructuring
Gain Market Power
Relative (to our competitors) growth rate


First-mover (has) advantage (in):
-advantages in market power
-advantages in market position
Increase Growth
Learning

New capabilities

Target companies often have unique employee skills, organizational technologies, or superior knowledge that are available to the acquiring firm only through acquisitions

“Centers of excellence” (acquire companies, SCA to create)

Current vs. future advantages (focus is economies of scope)
**Learn to Build Capabilities
Operational diversification

Tax advantages

Reduction of business or financial risk
Manage Risk & Other Financial Objectives
(Look for firms that are unvalued)
Publicly vs. privately-traded firms

Cooperative relationship between acquiring and acquired firms

Due diligence
Screening, Selecting & Negotiating
Due Diligence

Real acquisition

Target firm’s value

Synergies

Acquiring firm’s walk-away offer price
**Screening, Selecting & Negotiating
More likely when an integration team, including employees from the acquiring firm and the acquired firm, is formed and charged with full responsibility to integrate the two companies to create value

Opportunities for increased growth as learning occurs

Leverage the capabilities of both firms to create value
Integration Success
Because combined firms often lose target firm managers through turnover, it is important to retain key executives and other valuable human capital, especially if the acquiring firm wants to gain new skills from the acquired firm

Anchoring & overconfidence
Excessive debt
Over-diversification
Managers overly focused on acquisition
Pitfalls and Prevention
Make for a better acquisition target (information is key):
Publicly traded firm