MERGERS AND ACQUISITIONS
MERGER A
merger is where two or more businesses join forces to become one organization. After the merger, each of the businesses and their shares will no longer exist. Instead a new legal entity has been formed.
AQUISITION An
acquisition is the purchase or takeover of another business, so that the organization becomes the legal owner and controller of the business they have acquired. This can be expensive as the acquiring company will be paying for the net assets, goodwill and brand name of the company they are buying.
TYPES OF MERGER AND AQUISITION Horizontal
merger Vertical merger Conglomeration merger Forward Merger Reverse Merger
HORIZONTAL MERGER This
occurs when two companies that are in direct competition with each other in the same product lines and markets decide to merge.
VERTICAL MERGER This
occurs when a supplier company, mergers with a company that they supply goods or services to ie supply and customer decide to merge. An example of this is a pizza restaurant chain merging with the company that supplies them with pizza bases.
CONGLOMERATION MERGER If
two companies that do not have a common business area merge together this is called a conglomeration.
FORWARD MERGER Mechanism Acquirer
The target merges into the acquirer
Taxability Merger
Target
Forward merger would be taxable in the hands of the target since the same would be considered as asset sale by the target to the acquirer
Shareholders would be taxable on the amount distributed at the time of liquidation of the target
REVERSE MERGER Acquirer
Mechanism
Merger
Taxability
Target
The acquirer merges into the target
Reverse merger would be treated as as stock acquisition by the acquirer since the shareholders of the acquirer get stock in the target