Recent Mergers or Acquisitions
A "merger" or "merger of equals" is often financed by an all stock deal (a stock swap). An all stock deal occurs when all of the owners of the outstanding stock of either company get the same amount (in value) of stock in the new combined company. A merger adds value only if the two companies are worth more together than apart (Wikipedia, Free Encyclopedia, 2006).
An acquisition (of un-equals, one large buying one small) can involve a cash and debt combination, or just cash, or a combination of cash and stock of the purchasing entity, or just stock (Wikipedia, Free Encyclopedia, 2006).
Such actions are commonly voluntary and involve stock swap or cash payment to the target. Stock swap is often used as it
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28, 2005, this exchange ratio equals $18.41 per share. In addition, at the time of closing, AT&T will pay its shareholders a special dividend of $1.30 per share. The stock consideration in the transaction is expected to be tax-free to AT&T shareholders (SBC News Room, October 27, 2005). Strategy to merge Verizon and MCI merger is to be a customer-focused leader in consumer broadband and video, as well as business and government services, in both the landline and wireless environments. They believe that their superior networks are the basis for innovation and competitive advantage in communications. The combination of our world-class wireless and broadband access networks with the leading global IP (Internet protocol) backbone will allow us to deliver the highest quality end-to-end experience for our customers. Following the merger, Verizon, which continues to be based in New York, has approximately $90 billion in annual total consolidated operating revenues and approximately 250,000 employees, serving customers in 150 countries (Verizon News Release, January 6, 2006). Under terms of the merger agreement, MCI shareholders will receive 0.5743 shares of Verizon and cash for each of their MCI shares. Verizon elected to make a supplemental cash payment of $2.738 per MCI share (or $779 million in the aggregate), rather than issue additional shares of Verizon, so that the merger consideration was equal to at least $20.40 per share of MCI. The
Currently, per an article on IDG New Service, Verizon has weathered the storms of a few years ago and is acquiring MCI in a deal that is valued at $6.7 billion. They feel this investment will allow them to grow into a position that will make them have a strong portion of the market share for communications and should give them a wider market base globally. They should acquire advanced broadband technology and services which should put them into a better position to serve a larger base of business and government customers, which was their goal several years ago. However, they face their nemesis of governmental involvement, this time through getting regulatory approval, which could take until 2006 to be achieved. Another reason Verizon has made this aggressive buy out is that their direct competitor, SBC is trying to acquire AT&T to grow in much the same way. They must feel that it is worth the expense to hold their market share globally.
If they are able to maintain the loyalty of most of their current customers, the companies will then have a shared amount of about 100 million customers. This potential customer volume for the merging companies would greatly outnumber the customer volume of the industry leaders, AT&T and Verizon. This kind of turnout would create greater competition between the two merging companies and the two leading companies (Sprint Wireless News, 2014). Although the outcomes seem promising for Sprint and T-Mobile, there are also potential negative effects of a merger that the companies should take into consideration. Current Sprint and T-Mobile customers have expressed their fear of the possible merger for multiple reasons. The two biggest worries for telecommunication services consumers is the potential for rising costs and a reduction in provider options (John, 2016). In making a final decision, the companies, as well as the Federal Communications Commission, should weigh the advantages and disadvantages of a
As for the combination of cash and new shares, shareholders can take part of their money
Andrea Winfield considered issuing bonds was not a good option for financing the acquisition. She was particularly concerned about the increasing long-term debt and annual cash layout of $ 6.25 million for 15 years. We believe that her concerns are justified, because the Company had already significant amount of debt that could result in higher risks and stock price
• Transaction structures—the takeover could involve a cash offer, a share offer, an asset swap or a combination of these methods. Need to consider legal, taxation and accounting issues.
of the acquiring corporation . . . , and the acquiring corporation must be in control of the other corporation immediately after the
e. A parent’s less-than-wholly-owned subsidiary issues its shares in exchange for shares of another subsidiary previously owned by the same parent, and the noncontrolling shareholders are not party to the exchange. That is not a business combination from the perspective of the parent.
That need by the MCI acquisition and was a big key long term market position strategy. By January 6, 2006, MCI was put into Verizon with the name Verizon Business. Verizon also acquired the naming rights to D.C. home of the Washington Wizards and the Washington Capitals, the Verizon Center (formerly known as the MCI Center). Just prior to the acquisition, MCI had brought an internet services company, which is known as Totality. Verizon and MCI put together, was the largest telecommunications company in the United States based on sales of $75.11 billion, profits of $7.4 billion and assets of $168.13 billion.
Verizon Wireless is the result of “one of the largest mergers in U.S. business history” between Bell Atlantic Corp. and GTE Corp. on June 30, 2000” (History and Timeline. Verizon 2017). Even though “Verizon was ranked #1 in three out of four regions for residential internet service, #1 in six out of six regions surveyed for wireless, and #1 overall among U.S. large-business customers” in 2016, there was unrest in the organization (Building a Connected World 2016).
The acquisition is inimitability because it economic deterrence with an investment into asset that going to increase the company customers and eventually its profits. The strategy to build its investment around such large investment within the wireless market shows customers and stakeholder Verizon communication committed to them. The wireless industry is an industry which will continue to very profitable and with this investment into Verizon Wireless resource will maintain its competitive edge. When it comes to value resources that this acquisition created it was the 100 million loyal customers, 50 percent margins, with no integration risk. The combination of risk and engagement with this investment have increase Verizon communication abilities
sale in the Arley financing then can be characterized as the sale of a share of common stock plus a
One of the largest mergers of 2015 was the merger of the companies Kraft and Heinz. The primary shareholders of Heinz - 3G Capital and Berkshire Hathaway, own about 51% of the total shares of the new company while Kraft owns the remaining shares. The merger of these two food giants, collectively known as The Kraft Heinz Company (KHC) was finalized at a whopping sum of $45 billion making it the third largest food and beverage company in North America. The company is co-headquartered in both Pittsburg and Chicago to help retain its relationship with their respective communities. The costs associated with the merger are fully funded by Berkshire Hathaway and 3G Capital and therefore the merger doesn’t impact the level of debt for the new
7. The merit of paying by stock is it does not need to increase company’s debt and would not cause any liquidation issues. On the other hand, paying by cash is a quicker way than by stock. It would not cause earnings dilution and ownership loss. Moreover, paying by cash can produce tax shield to the company. In this case, FAHZ held 88.1% of Antarctica’s voting common stock and it was exempt from taxation. Besides, delays in the process may threaten the survival of Antarctic. So FAHZ preferred a cash offer. On the other hand, Brahma’s stock price might be undervalued, so the amount of consideration to be paid may change depend on the form of payment.
As we can see on attached charts - Market was not too sure about this merger (“On paper, the deal has much to commend it, many outsiders say”. But thorny issues remain, including how to accommodate the strains between consultants and auditors, potential conflicts of interest involving important clients and even the delicate matter of choosing a new name. If the negotiators are not careful, fallout could haunt the combined firm for years to come.) From the time when merger plans were made public Shares of
This essay will focus on the motives of mergers and acquisitions and the benefits. The motives and benefits will be critically accessed. Empirical evidence will be covered and viewed in the hope of drawing a conclusion and to whether mergers and acquisitions create value or not. A real life example will be taken and accessed against the empirical evidence and merger motives in order to demonstrate the effects a merger has on both the Offeree and Offeror Company. A conclusion will then be drawn.