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SMMCG10[CS-2] Corporate Transactions, G10 members - Coggle Diagram
SMMC
G10
[CS-2] Corporate Transactions
strategic alliances
types
technology licensing arrangements
equity alliances
relational contracts
prons and cons
advantages
learn from its partner and upgrade its own resources
share costs and risks
reduce asset commitments and maintain some flexibility
building a common technology standard
access capabilities or markets more quickly and surely
problems
conflict,opportunistic,and disputes
adverse selection problems
problems of coordination
Moral hazard
learning races
hold-up
joint ventures
make alliances work effectively
alliance structure
contractual terms
credible commitments
managing alliance
learn from your partner
adapt structure and management over time
build and reinforce trust
partner selection
the creation of value
ideally seek a different benefit from the other party
a portfolio view
intertemporal effects
a real option
redeploy its resources
corporate transaction capability
learning and capability augmentation
contemporaneous effects
complementaries, synergies,or resource redeployment opportunities
inter-organizational networks
Mergers and Acquisitions(M&A)
Acquisitions
overcome entry barriers
cost of new product development
Increase speed to market
increase market power
increase revenues, decrease cost
BENEFIT
Lower risk compared to developing the new products
Increased diversification
avoiding excessive competition
PROBLEMS
a different culture
inadequate evaluation of the target
Increase the burden of personnel costs
asymmetric information
higher debt ratio
increase or can't lower the cost
synergies don't materialize
too much diversification
organization becomes too large
a three-part test for M&A
the value is not dissipated by the cost of acquisition
a strong, credible post-merger plan for realizing the synergies
the combines businesses have the
potential for creating synergies
attribute of successful M&A
complementary resources and capabilities
objectivity evaluation and
bidding
maintain financial slack
well-managed implementation
Acquisition
purchase or takeover
friendly
ex:Amazon & Whole foods market
unfriendly
ex:Broadcom & Qualcomm
Mergrer
combining two similar size companies friendly
ex:Disney & Pixar/Marvel
M&A's value creating
Acquirers need to pay a premium over the target's market value
value goes to the share holders
Impacts on stock price
short-run
on average
long-run
significant declines
the reasons companies do M&A
superior acquisition &integration capabilities
overcome competitive disadvantages
good for managers
managerial hubris
access new market or technologies
the reasons not just acquire good targets
the efficient market wall
Acquirers are expected
the acquirer has unique ability to see and generate value from the targets
values of creating M&A
synergies
advantages from combining two
organizational capabilities play a key role
Stretching
develop new capabilities
Leveraging
apply own capabilities
when synergies don't materialize after M&A
weak due diligence
weak integration plan
poor evaluation
too much debt or risk
operational&organizational integration difficulties
Disney case
acquisitions
in order to catch up with the latest technology
Lucasfilm
Pixar
Marvel
diversification
resort
movie
streaming
TV
merchandise
show
divestiture
different ways
sale of the
business unit
the fastest to execute
spin-of
create the most value
carve-out
some cash proceeds to the parent firm
the slowest to execute
basically no effect for spin-offs
get rid of low
why undertake divestiture
raise cash for parentner
reduce the risk
or liability
low profitability for unit
PARC
Full name
Palo Alto Research Center.
Xerox PARC
the graphical user interface
GUI
no achievements?
never successfully commercialized
headquarters
New Year
remarkable as innovation
Steve Jobs visited in here his early years
turn into success
entrepreneurial
innovative
how to manage
needs to be learned
be clear about the goals of any given divestiture
Corporate transactions
divestitures
alliances
mergers and acquisitions
contracts
G10 members
東南亞四105108022魏郡奎
國比三106402044薛羽彤
東南亞三 106108003 鍾語謙
東南亞三 106108025 林芯瑜
歷史六 103105031 李尚學
東南亞四 105132017 古景元
國企三 106212010 張容禎