Why Many
Takeovers Fail
I
Study the active vocabulary and focus on Ukrainian equivalents of English
words.
merger – злиття
takeover –
поглинання
corporation – корпорація
horizontal integration – горизонтальна
інтеграція
vertical integration – вертикальна інтеграція
lateral integration – горизонтальна
інтеграція
fail – зазнавати невдачі
synergy – взаємодія
shareholder – акціонер
debt –
борг
revenue – дохід
tough – тяжкий
share price – ціна акції
affect – впливати
equity –
власний капітал
issue – випуск
clash – зіткнення
corporate culture – корпоративна культура
priority – пріоритет
incompatibility – несумісність
significant – значний
majority –
більшість
approachable – доступний
swallow up –
проковтнути
confectionery – кондитерський
brewing –
пивоваріння
skilled worker – кваліфікований
працівник
human capital – людський капітал
bidding –
торги
hindsight – заднім числом
curse –
прокляття
over the odds – надмірно,
занадто багато
market share – відсоток ринку
in the long run – в
довгостроковій перспективі
doomed –
приречений
humor – настрій
virtually – практично
timing – вибір часу
familiar – знайомий
II Vocabulary
focus. Study the words and word combinations, check your understanding
using flashcards, practise
their translation, spelling.
Check your knowledge in the test. Play matching vocabulary game (match
words to their translations to make cards disappear) and save the planet from asteroids by typing in correct translation of the words.
III Watch the video and fill in the gaps with the words
from the list
Shareholders; corporations; costs; optimistic; big; debts; horizontal; minutes;
revenue;
financial;
takeovers;
dollars; loan; mergers
Hi there! Mergers and
1)______ they’re always in the news.
Lots of 2)______ deciding to become
one in a process of either 3)______
or vertical or lateral integration for example. In fact the reality is slightly
less 4)______. The majority of 5)______ and takeovers between
businesses, between corporations fail to achieve the expected cost and 6)______ benefits or synergies that are
put forward to 7)______ ahead of the
merge or the takeover. So let’s spend a few 8)______
thinking about why that might be the case.
One of the key
reasons why mergers, many mergers and takeovers fail is because of 9)______. There are often huge 10)______ costs of funding a takeover,
especially if you’re buying a business worth many billions of 11)______ or pounds. And the deals that
allow this merger or takeover to happen may rely heavily on 12)______ finance. And that can leave a 13)______ level of debt which needs to
be repaid and which is tough to repay if the merger and takeover doesn’t achieve
the 14)______ and revenue benefits.
IV
Watch the video. Choose the correct option to complete
the sentences.
A second major blame/problem/dilemma
with companies coming together or integrating is the problem of integrating sisters/stems/systems.
So businessmen/busy/businesses
might have extremely different technology systems that are expensive and quite
difficult to bring together/greater/getting greater. A really
good example is in the slide that’s eBay and Skype. So eBay bought Skype for
2.6 billion dollars in 2005 only to sell the company four years later for 1.9 billion/million/biling.
And the key reason for that was they found it really tough to integrate their
technological systems successfully/faithfully/secondly and
quickly.
The share price/piece/part can also be
affected negatively by a takeover. So the need, for example, to raise fresh
equity through rights issue to takeover/fund/demand the deal can have
a significant negative/positive/neutral effect on the company’s share price.
Over the three to five years after a merger or takeover deal on average the
share price of the adding/acquiring/aquariums company, a
company that’s buying the other company, tends to fall/grow/ increase.
Fourth key point is
really important. Professional/Personal/Culture clashes. So many mergers
just don’t achieve the enhanced shareholder/client/price value
because of, because of clashes of corporate culture, priorities, and also
clashes between companies/personalities/professors within the
business. These clashes mean there’s a failure to find the all-important
synergy gates. What’s really important/necessary/interesting to
stress in the evaluation is that there’s often a cultural incompatibility
particularly when you’re going to merge or takeover between two companies from different
market
segments/ cities/countries.
Fifth point is really
quite significant. So business that becomes bigger may actually lose some companies/
prices/customers who prefer to be buying from the smaller, perhaps
more independent, slightly more approachable business/person/partner.
So you might, for example, get a big/small/private chocolate
company or a craft beer business that is swallowed up by a big industrial
confectionery or brewing conglomerate/syndicate/partnership.
And the original consumers of the products don’t really like that. They prefer
to buy from the smaller well-known brand/conglomerate/shop. And
they don’t want to buy goods/food/drinks and services
from the bigger company. We often see, for example, some skilled managers/workers/directors
deciding to leave because after the takeover there’s a loss of human capital/salary/wages.
They prefer again to work with a bit more autonomy and purpose for smaller
businesses.
V
Watch the video. Fill in the blanks in the sentences with the words
you hear.
Point six is critical
in many 1)______and takeovers
especially when companies get involved in a bidding war. We see, with the
benefit of hindsight to be fair, we see something called ‘the winners curse’. Now
‘the winners 2)______is when a
business pays over the odds to get that all-important 51% market 3)______and then ends with little very
little gain if at all, in the long 4)______.
And a good 5)______of this was the
just the doomed 6)______of ABN Amro
by World Bank of Scotland in 2007. Management humors, 7)______ego caused them to spend massively over the odds for a business
and they ended up having to 8)______it
for virtually nothing a couple years later.
Bad timing is another
key 9)______. Mergers and takeovers
that take place towards the 10)______of
a boom could often be damaging for both businesses, not least because the
valuations become out of kilter either way we look at them and you end up
paying way more than you expected to do.
So there are many 11)______why mergers and takeovers fail
to achieve the shareholder returns. Indeed, although we do see big mergers and takeovers,
many don’t actually happen in the end. And you’ll be familiar particularly
today if you do micro this year, that there’s also been a significant increase
the number of de-mergers, de- mergers between 12)______. And we cover that in a separate topic video. So just
type in ‘de- merger’ into our YouTube channel, and we’ll see a video on that. Okay,
so these are some of the key reasons for failed mergers and takeovers.
VI Watch all the parts of the video
and answer the questions.
- What types of integration are mentioned in the video?
- What kind of debts can create problems for the companies during mergers and takeovers?
- What types of integrating problems can companies have? Can you give examples of companies that had such problems in their takeovers and mergers?
- What are clashes? What kinds of clashes can companies have during mergers and takeovers?
- How can takeover process affect share prices ?
- Why can a business lose customers as a result of a takeover?
- Why is the problem of human capital important for the success of mergers and takeovers?
- What is ‘winners curse’? Why does it happen during takeovers and mergers? Can you give any examples of the companies that lost money because of ‘winners curse’?
- Why is timing important for successful takeovers and mergers? What period of time is not good for the companies to think about mergers and takeovers?
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