...THE JOURNAL OF FINANCE • VOL. LV, NO. 6 • DEC. 2000 Hostility in Takeovers: In the Eyes of the Beholder? G. WILLIAM SCHWERT* ABSTRACT This paper examines whether hostile takeovers can be distinguished from friendly takeovers, empirically, based on accounting and stock performance data. Much has been made of this distinction in both the popular and the academic literature, where gains from hostile takeovers result from replacing incumbent managers and gains from friendly takeovers result from strategic synergies. Alternatively, hostility could ref lect strategic choices made by the bidder or the target. Empirical tests show that most deals described as hostile in the press are not distinguishable from friendly deals in economic terms, except that hostile transactions involve publicity as part of the bargaining process. THE PERCEPTION OF HOSTILITY in American takeovers has had important connotations in both the popular and the academic literature. Unwelcome bids are often perceived to threaten at least some of the stakeholders in target corporations, leading to extensive defensive reactions by the management of the target firm. In contrast, friendly takeovers are often seen to create synergies that make both the bidder and the target firm better off ~see, for example, Mørck, Shleifer, and Vishny ~1988, 1989!!. The distinction between hostile and friendly takeovers is also important if removing an inefficient target management team creates the gains from hostile takeovers...
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...MGMT 322 G1 INTERNATIONAL CORPORATE GOVERNANCE AND STRATEGY THE GOLDEN PARACHUTE Prepared for: Professor Toru Yoshikawa By: Matthew Lim Zhi Liang S9118245I An Introduction to the Golden Parachute When we talk about executive compensation, one topic that never fails to come up is the Golden Parachute. The Golden Parachute, as the name suggest is an executive safety net of sorts that is included in the employment contracts of senior-level executives. Basically it is a special payment – usually a lump-sum amounting to millions, that is paid in the event of a change in control of the company1. The reasons for the implementation of the Golden Parachute is something that has been constantly debated, but the most common objective, and the objective I will be focusing on in this paper is to control the behaviour of the management in the event of a acquisition2. Often times when an acquisition occurs, the management of the acquired firm will not stay with the new firm, meaning that their will not benefit from the acquisition, but would rather suffer if the acquisition occurs. As such they might be inclined to try to prevent the acquisition, and not act in the best interest of the shareholders3. The Golden Parachute serves to ensure that the management acts in the best interest of the shareholders by providing a mechanism to protect their own personal self interest. Another objective that is often talked about would be that of an anti-takeover mechanism4. The...
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...Target Financial Reporting Quality and M&A Deals that Go Bust* HOLLIS A. SKAIFE, University of Wisconsin–Madison DANIEL D. WANGERIN, Michigan State University 1. Introduction This study investigates whether target firms’ financial reporting quality affects the likelihood that merger and acquisition (M&A) deals will ultimately be terminated. Managers looking to increase their market share, enter new markets, or diversify their operations will consider acquiring another company based on the company’s performance, geographic locations, and lines of business, respectively. If the potential target is a U.S. publicly traded company, an acquirer’s initial assessment of the expected benefits associated with the acquisition of the company is based on publicly available information. Generally, the acquirer obtains limited private information from the target prior to the signing of the acquisition agreement. Although an acquisition agreement creates a binding contractual obligation for both entities to go forward with the deal, it does not guarantee completion of the deal. The acquisition agreement typically contains a warranty by the target that its financial statements are prepared in accordance with generally accepted accounting principles (GAAP). If this warranty is breached, the deal can be terminated. We hypothesize that low-quality financial reporting by target firms prior to the announcement of a deal increases the likelihood that a target firm’s U.S. GAAP warranties stated in the acquisition...
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...auction site eBay, of which I am an extremely regular user, buying on average 2 items per week from their site. Finally, I will outline a short marketing plan for a fictional software development services company. I will conclude just how important marketing is to any services organisation. Main Body The Process of Marketing Step 1 – Market Research In first step in any process is nearly always information gathering. This is no different in Marketing, and is usually called Market research. In order to fulfil your customer’s requirements their needs and currently available options need to be investigated. Information needs to be gathered under the three following headings: Competitive Analysis, Market Data and Marketing Measurement (Unbaised.co.uk). Competitive Analysis In any marketplace the current...
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...where, marketing environment is composed all the outside factor which directly or indirectly affects in our organization. It is difficult to control, unpredictable and hard to prepare. This report is highly based on external environment of Hungry Jacks Pvt.Ltd in Australia and find out the different opportunities and threat by implementing the SWOT analysis. 2.Case...
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...1. Introduction/overview 1.1 Scope of the plan • Nature of the product/company • Timeframe of the plan • Geographies/markets/segments covered by the plan • Any limitations to resources or key assumptions on which the plan is based 1.2 Objectives • What are the objectives you hope to reach by actioning this plan (remember: these need to be S.M.A.R.T.) • How do these objectives support overall corporate strategy and objectives 2. Background 2.1 History, company/product profile 2.2 Environment • Macro • Micro 2.3 The Market (remember to clearly identify the market/markets in terms of the job the customers are trying to get done, rather than in terms of industry/product); include: Competitors Existing segments 2.4 Main strategic issues • Detailed SWOT MA 3.Objectives 3.1 Statement of Objectives Note how these objectives support broader corporate objectives (e.g.: profit growth/maintenance, diversification of geography/product, rationalisation/consolidation, risk minimisation, etc). Include: • starting Canvas and future/intended Canvas • description of current positioning and future/intended positioning (on the Pine and Gilmore map) • current and future "brand pantheon" (if applicable) 4. Strategic Initiatives 4.1 Strategic overview Description of the market, segments and targeted segments (including why these segments have been chosen), i.e who/what is the focus of the strategic initiatives and why 4.2 Key strategic...
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...speaker. He goes on to explain that this Creator is meek and mild, and Himself became a little child. The speaker finishes by blessing the lamb in God’s name. Analysis Each stanza of “The Lamb” has five couplets, typifying the AABB rhyme scheme common to Blake's Innocence poems. By keeping the rhymes simple and close-knit, Blake conveys the tone of childlike wonder and the singsong voice of innocent boys and girls. The soft vowel sounds and repetition of the “l” sound may also convey the soft bleating of a lamb. One of Blake’s most strongly religious poems, “The Lamb” takes the pastoral life of the lamb and fuses it with the Biblical symbolism of Jesus Christ as the “Lamb of God who takes away the sin of the world.” By using poetic rhetorical questions, the speaker, who is probably childlike rather than actually a child, creates a sort of lyric catechism in which the existence of both a young boy and a tender lamb stand as proof of a loving, compassionate Creator. The lamb stands in relation to the boy as the boy stands in relation to his elders; each must learn the truth of his existence by questioning the origin of his life and inferring a Creator who possesses the same characteristics of gentleness, innocence, and loving kindness as both the lamb and the child. Then the direct revelation of the Scripture comes into play. The Creator, here identified specifically as Jesus Christ by his title of “Lamb of God,” displays these characteristics in his design of the natural...
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...Chapter 1 Course 7: Mergers & Acquisitions (Part 1) Prepared by: Matt H. Evans, CPA, CMA, CFM Basic Concepts Mergers and acquisitions represent the ultimate in change for a business. No other event is more difficult, challenging, or chaotic as a merger and acquisition. It is imperative that everyone involved in the process has a clear understanding of how the process works. Hopefully this short course will provide you with a better appreciation of what is involved. You might be asking yourself, why do I need to learn the merger and acquisition (M & A) process? Well for starters, mergers and acquisitions are now a normal way of life within the business world. In today's global, competitive environment, mergers are sometimes the only means for long-term survival. In other cases, such as Cisco Systems, mergers are a strategic component for generating long-term growth. Additionally, many entrepreneurs no longer build companies for the long-term; they build companies for the short-term, hoping to sell the company for huge profits. In her book The Art of Merger and Acquisition Integration, Alexandra Reed Lajoux puts it best: Virtually every major company in the United States today has experienced a major acquisition at some point in history. And at any given time, thousands of these companies are adjusting to post-merger reality. For example, so far in the decade of the 1990's (through June 1997), 96,020 companies have come under new ownership worldwide in deals worth a...
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...Excellence in Financial Management Course 7: Mergers & Acquisitions (Part 1) Prepared by: Matt H. Evans, CPA, CMA, CFM This course (part 1) provides a concise overview of the merger and acquisition process, including the legal process, federal regulations and due diligence. The purpose of the course is to give the user a solid understanding of how mergers and acquisitions work. This course is recommended for 2 hours of Continuing Professional Education. In order to receive credit, you will need to pass a multiple choice exam which is administered over the internet at www.exinfm.com/training Published March 2000 Chapter 1 Basic Concepts Mergers and acquisitions represent the ultimate in change for a business. No other event is more difficult, challenging, or chaotic as a merger and acquisition. It is imperative that everyone involved in the process has a clear understanding of how the process works. Hopefully this short course will provide you with a better appreciation of what is involved. You might be asking yourself, why do I need to learn the merger and acquisition (M & A) process? Well for starters, mergers and acquisitions are now a normal way of life within the business world. In today's global, competitive environment, mergers are sometimes the only means for long-term survival. In other cases, such as Cisco Systems, mergers are a strategic component for generating long-term growth. Additionally, many entrepreneurs...
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...18/04/2013 Individual assessment declaration: This assessment item is my own work, except where acknowledged, and is not the result of collaboration with others. Signature / Student ID Date Group assessment declaration: * This work is the result of collaboration amongst all members of the group listed below and no others. All members of the group have contributed to the assessment. Family name Given name Signature/Student ID NB: If the assessment is submitted electronically please type name/s into the signature field. 3392418 3451117 3407374 3405350 Livio Greg Grant Brett Barbagallo Marshall Kaczorowski Daley Gavin 3379593 Jennings Please complete either the individual OR group assessment declaration below. * I declare that I have read, understood and followed the University Rules in respect of student academic misconduct outlined in the Student Code of Conduct and Annexure 1 of the Student Misconduct Procedures. * I declare that this assessment item is my own work, except where acknowledged, and has not been submitted for academic credit previously in whole or in part. * I declare that appropriate citation methodology has been used throughout the assignment in accordance with the UNSW policy on Academic Misconduct. I have read the policy on plagiarism in the AGSM Student Handbook. * I acknowledge that the assessor of this item may, for assessment purposes: ...
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...UNIVERSITY OF SOUTH AFRICA DEPARTMENT OF MECHANICAL AND INDUSTRIAL ENGINEERING COLLEGE OF SCIENCE, ENGINEERING AND TECHNOLOGY Research Report Procurement from local Small and Medium Enterprises in Anglo American operations By LCP Mohale Student No: 46059091 Qualification aimed at: BTech Industrial Engineering Lecturer: Mr Steadyman Chikumba, UNISA Senior Lecturer: Mechanical & Industrial Engineering Submission Date: 29 October 2011 Copyright © 2011 LCP Mohale Declaration I, LCP Mohale, student no 46059091, hereby declare that the work contained in this report is my own original work and I have acknowledged all additional sources that I have used/quoted directly. This report and all the information it contains may not be reproduced by any means without my written consent. Acknowledgement I am grateful to individuals who have assumed an instrumental role in bringing this project to completion: * My employer, Anglo American management for providing the environment and opportunity to execute this project. * Mr Tumisho Kekana, Commodity Implementation Manager for Underground Mining Equipment and Heavy Mining Equipment at Anglo American, for guidance and selfless mentoring throughout the project * Mr S Chikumba, Senior Lecturer: Mechanical and Industrial Engineering at UNISA, for his guidance and contribution in developing the research concept, and approach. His contribution played an essential role in the foundation and formulation...
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...Business Plan . By Ajinkya M || Himanshi Aggarwal || Nidhi Vig || Rahul Sinha || Santhosh S Table of Contents 1.1 Company 3 1.2 Product 3 2.1 PEST Analysis 3 2.2 Industry 4 2.3 Market 6 3. Business Model 7 3.1 Customer Segments 7 3.2 Value proposition 7 3.3 Channels 8 3.4 Customer Relationships 9 3.5 Key Resources 9 3.6 Key Activities 9 3.8 Revenue Stream 10 4. Plan 11 4.1 Marketing Plan 11 4.2 Operations Plan 12 4.3 Financial Plan 14 4.4 Risk Management Plan 16 5. Organization Structure 17 5.1 Top Management Team 17 5.2 Key Personal 17 6. Proposal 17 6.1 The ‘Ask’ 17 6.2 The ‘Offer’ 18 1.1 Company KidzCraft is a Kids Entertainment Company which provides a solution for kids belonging to the middle and lower section of the society to play and learn at an affordable price. KidzCraft also runs a chain of Day Care Centers which provides a solution for the working parents and increases the interactivity among children from a very tender age which improves their overall personality. 1.2 Product KidzCraft has a range of products and services for children 1. Toy Retail. 2. Toy Rentals. 3. Day Care Centers. 4. Kids Entertainment. 5. Events for Kids for their overall development. 2.1 PEST Analysis 1. Political The Political situation in India has so far been very good for new industries. It has further provided many subsidies for new industries further in certain states like Gujarat are inviting new players...
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...PP Table of Contents 1.0 Executive Summary 3 1.1 Objectives 3 1.2 Mission 3 1.3 Keys to success 4 2.0 Company Summary 4 2.1 Company Ownership 4 2.2 Start-up Summary 4 3.0 Market Analysis Summary 5 3.1 Market Segmentation 5 3.2 Competitive Edge 5 3.3 Main Competitors 5 4.0 Marketing Strategy 5 4.1 Marketing Program 5 4.2 Sales Strategy 6 4.3 Sales Forecast 6 5.0 Management and Personnel plan 6 6.0 Financial plan 7 7.0 Menu 7 1.0 Executive Summary T-BONE TEXAS Steak House is a 115 seat restaurant with a special menu which contains a lot of different kinds of steaks prepared in all kinds of way. This restaurant will be located in a new shopping mall Aupark –which will be opened in Košice next year. There will be a total of 34 000 sq. m. of commercial space for this particular shopping mall. In addition, there will be over 11000 sq. m of space for offices. Our restaurant, providing a touch of all America cuisine, will be the perfect place to go for a bite to eat, for a drink or for a small business meeting. The menu will be inspired by the American specialties and offer to a diverse clientele. Besides various kinds of steaks we offer also some popular dishes as Crispy seafood mix, Bar-b-que ribs, Steak Tartare, Chili y quesadillas. The most diverse salads and excellent desserts will not to absent. There will also be a business lunch menu with assorted...
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...07133031 qi yang | Literature review Report | Course: Procurement &Contract Management BMGT43670Term: Jan 2012 semesterProfessor: David Staunton Student: Qi yang Student No: 07133031 Date: 20 March 2012 | “I the undersigned confirm that the work submitted here is entirely my own work, and that any work of others which is included has been properly referenced and acknowledged according to normal academic guidelines.” Table of Contents Abstract 2 Introduction 4 Why procure 4 How procure 8 Defining and initiating the contract 8 Planning the procurement 10 The tendering process and choosing the contractor 11 Finalizing and monitoring the contract 12 Conclusion 13 Reference 14 Abstract There has been a noticeable increase in the number of studies directed at explicating the drivers of procurement’s success in all kinds of industry and government agency. Since the fierce competition of market, there is high requirement not only for the speed of product and service desired, but also the quality of commercialization. So the procurement has come and is essentially delivering value through all kinds of relationships. This report shows why procurement is desired urgently and how the procurement process works. Procurement is the process of acquiring outside service through soliciting and evaluating proposals and establishing a contractual agreement which includes monitoring project work for conformance to the contract and closing...
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...Business Analysis Part III MGT 521 June 18, 2012 Business Analysis Part III The focus of this paper will be to review recent economic trends and how these trends have and influencing the company. How strategic initiatives taken by Ford pertain to both operational and organizational revisions, as well as, tactics that have been or could be implemented by the Ford to reach their strategic goals. Conversely, a review of the role human resource management plays in aiding the company in the achievement of its business goals, concluding with a review of the salient points. Economic Trends and Strategies In 2009, Ford’s sales and revenues (in millions) were at $103,868 for automotive sales and $12,415 for financial service, for a total of $116,283. However, global economic trends influencing the Ford Motor company for 2010 did show increased sales and revenues by $12.671 (OneFord - Ford Motor Company, 2010). Nevertheless, in the most recent annual report from 2011, it has been shown that while the total returns to shareholders for the 2010 fiscal year were slightly higher than those in 2011, Ford has continued to show an increase in total company sales and revenues, in the automotive sector, sales were also up by $8,888. That being said, the year-end sector balance sheet data shows Fords 2011 total assets at being $179.248 (Ford Motor Company, 2011). Decline in sales from previous years was in part due declining product sales...
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