This critique will review the article “Stock or Cash? The Trade-Offs for Buyers and Sellers in Mergers and Acquisitions” by Alfred Rappaport & Mark L. Sirower. The purpose of this article is to offer managers and stockholders a new way to think through the process of acquiring or selling a company. Also, this article provides insight about when it would be helpful to use cash, stock, or a mixture of both. According to the article, mergers and acquisitions have become a new means for a company to grow. In years previous, mergers were paid for entirely in cash. Now however, mergers are seen being paid for all in stock. This article allows managers and stockholders to ask themselves necessary questions in order to make the decision that is …show more content…
Also, the shareholders of the acquired company can be more vulnerable to decreases in price of stock because they are assuming part of the price risk in this structure. Companies also have the option of using the fixed value of shares structure. By using this structure, the number of shares does not become fixed until the date that the transaction is closed. This means that the proportion of ownership of the company that is continuing is not know until the end of the deal. With this structure, the acquiring company assumes all the price risk from the time the merger is announced until the time the deal is closed. I found this part of the article to be extremely helpful because the authors broke down the types of structure of the exchange of shares in such a way that even though I was never exposed to these different structures, I was able to understand the key difference between the two. I believe this section of the article could provide valuable insight to mangers in order to help decided what structure they should take if they chose to finance using stock. This article also provides helpful questions for both the acquirer and the seller to consider about the use of stocks or cash. The article provided three questions for the acquirer, two that would help them choose between cash or stock, and one to help them choose between
Three interrogations were thus to answer. Should the company provide investors with classic bonds or give them the opportunity to convert them into equity? Should they structure the offer with a fixed or a floating coupon rate? And last but not least, where should they locate the operation?
Certificate of Deposit is a savings note issued by a bank to a depositor who places funds in saving for a set period.
• 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.
Major companies and corporations that comprise a big part of the United States economy take advantage of certain opportunities such as going public through IPO’s, acquisitions, and mergers. These three approaches provide an additional resource and many times an advantage to expand, become more profitable, or simply save a company’s existence.
3. At what price would you recommend that Rosetta Stone shares be sold?Rosetta Stone: Pricing the 2009 IPO
According to the researchers the increased value results from an opportunity to utilize a specialized resources which arises solely as a result of the merger (Jensens & Ruback, 1983; Bradle, Desai and Kim , 1983). For creating operational and financial synergies managers believe that two enterprises will be worth more if merged than if operates as two separate entities. Thus, the two companies, A and B:
4. The Brazos partners claim that structuring the transaction as an asset purchase is beneficial not just to Brazos, but also to the management team. Assess this claim.
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
An acquirer is the organization that is purchasing an organization in an acquisition. Usually it has been seen that the stock price of the acquirer drops down while acquiring an organization. The decrease is due to the uncertainty of the transactions and the acquirer would pay usually a premium for the purchase (Berk and DeMarzo, 2007). In the given case study, Fortunis resource limited is the legal acquirer and acquired Mpire Media with an amount of $6 million. The company has fully acquired the company in the 30 April, 2015. An acquirer can charge a monthly or/and transaction fee to the organization to facilitate transactions. However, Fortunis resource limited acquired Tech Mpire Media with the aim of development and success in the coming year.
This finance simulation is based on the simulation for the merger & acquisition deal to value the M&A activity that occurs in 2003 between Blackstone and Celanese. This case study is meant to provide the deal details from the point of view of the Blackstone.
Therefore, managers’ motives significantly determine the result of the takeover as they may act to maximize their utility and empire building instead of the value of shareholders (Zalewski, 2001:140). Some managers face employment risk and, therefore, may also undertake mergers and acquisitions to reduce this risk rather than reward the shareholders (Weston, Siu, & Johnson, 2001:204). In addition, managers’ salaries, bonuses, social status and promotions have a direct relationship with the size of the firm. This divergence between motives and interests of managers give rise to the agency problem. Therefore, managers will accept a return on investment that is below that is required by the shareholders (Jensen & Merckling,
Paulson E. (2001). “Inside Cisco: The real story of sustained M&A growth”, John Wiley & Sons, Inc.
When a company considers acquiring another, they should consider the following factors: the current market cap, the minimum price that should be offered to motivate shareholders to sell their shares, and a target price settled upon negotiation. We used YVC’s proforma statements to calculate a stock price that would be appropriate regarding the NPV of YVC future free cash flows. The exhibit below shows our calculations of YVC’s stock valuation using the discounted cash flow method and a 3% terminal growth rate.
Mergers and acquisitions have developed to be a widespread occurrence in modern era. A merger of the size like Adidas-Armani has repercussion for the labor force of these companies transversely to the world. Although the integration of units gives an immense arrangement of significance to monetary issues and the effects, there are still some issues are the most commonly ignored ones such as human resources, financial management, marketing, sales etc.. Ironically studies confirm that the majority of the mergers not succeed to convey the preferred results because of people associated concerns. The ambiguity resulted by badly handled management issues in mergers and acquisitions have been the foremost grounds for these collapses.