Acquisition can be undertaken through merger or takeover route. Takeover is a general term used to define acquisitions only and both terms are used interchangeably. A Takeover may be defined as series of transacting whereby a person, individual, group of individuals or a company acquires control over the assets of a company, either directly by becoming owner of those assets or indirectly by obtaining control of management of the company. Takeover is acquisition, by one company of controlling interest of the other, usually by buying all or majority of shares. Takeover may be of different types depending upon the purpose of acquiring a company. A takeover may be straight takeover which is accomplished by the management of the taking over company by acquiring shares of another company with the intention of operating taken over as an independent legal entity. The second type of takeover is where ownership ofContinue reading
Business Strategies
Amalgamation – Definition and Types
Amalgamation is an arrangement or reconstruction. It is a legal process by which two or more companies are to be absorbed or blended with another. As a result, the amalgamating company loses its existence and its shareholders become shareholders of new company or the amalgamated company. In case of amalgamation a new company may came into existence or an old company may survive while amalgamating company may lose its existence. According to Halsbury’s law of England amalgamation is the blending of two or more existing companies into one undertaking, the shareholder of each blending companies becoming substantially the shareholders of company which will carry on blended undertaking. There may be amalgamation by transfer of one or more undertaking to a new company or transfer of one or more undertaking to an existing company. Amalgamation signifies the transfers of all are some part of assets and liabilities of one or moreContinue reading
Methods of Corporate Restructuring
The important methods of Corporate Restructuring are: Joint ventures Sell off and spin off Divestitures Equity carve out (ECO) Leveraged buy outs (LBO) Management buy outs Master limited partnerships Employee stock ownership plans (ESOP) 1. Joint Ventures Joint ventures are new enterprises owned by two or more participants. They are typically formed for special purposes for a limited duration. It is a combination of subsets of assets contributed by two (or more) business entities for a specific business purpose and a limited duration. Each of the venture partners continues to exist as a separate firm, and the joint venture represents a new business enterprise. It is a contract to work together for a period of time each participant expects to gain from the activity but also must make a contribution. For Example: GM-Toyota JV: GM hoped to gain new experience in the management techniques of the Japanese in building high-quality,Continue reading
Categories of Corporate Restructuring
Types of Corporate Restructuring Corporate Restructuring entails a range of activities including financial restructuring and organization restructuring. 1. Financial Restructuring Financial restructuring is the reorganization of the financial assets and liabilities of a corporation in order to create the most beneficial financial environment for the company. The process of financial restructuring is often associated with corporate restructuring, in that restructuring the general function and composition of the company is likely to impact the financial health of the corporation. When completed, this reordering of corporate assets and liabilities can help the company to remain competitive, even in a depressed economy. Just about every business goes through a phase of financial restructuring at one time or another. In some cases, the process of restructuring takes place as a means of allocating resources for a new marketing campaign or the launch of a new product line. When this happens, the restructure is oftenContinue reading
What is Corporate Restructuring?
Corporate restructuring is one of the most complex and fundamental phenomena that management confronts. Each company has two opposite strategies from which to choose: to diversify or to refocus on its core business. While diversifying represents the expansion of corporate activities, refocus characterizes a concentration on its core business. From this perspective, corporate restructuring is reduction in diversification. Corporate restructuring is an episodic exercise, not related to investments in new plant and machinery which involve a significant change in one or more of the following Pattern of ownership and control Composition of liability Asset mix of the firm. It is a comprehensive process by which a company can consolidate its business operations and strengthen its position for achieving the desired objectives: Synergetic Competitive Successful It involves significant re-orientation, re-organization or realignment of assets and liabilities of the organization through conscious management action to improve future cash flow stream and toContinue reading
Corporate Restructuring Exercises by Procter & Gamble (P&G)
The case discusses the ‘Organization 2005’ program; a six-year long organizational restructuring exercise conducted by the US based Procter & Gamble (P&G), global leader in the fast moving consumer goods industry. The case examines in detail, the important elements of the restructuring program including changing the organizational structure, standardizing the work processes and revamping the corporate culture. The case elaborates on the mistakes committed by Durk Jager, the erstwhile CEO of P&G and examines the reasons as to why Organization 2005 program did not deliver the desired results. Finally, the case discusses how Alan George Lafley, the new CEO, accelerated the initiatives under the Organization 2005 program and revived P&G’s financial performance. Issues Gain insight into the common causes that contribute to steady decline over a period of time in the performance of a large multi-product multi-national company of high repute. Introduction The US based Procter and Gamble (P&G), oneContinue reading