Mergers & Acquisitions
Presented by: Group - 4
Suhaib
Prathiba
Pooja Singh
Niraj
Raghuram Bhandhari
Nitin G. Mahendrakar
M & A –An Overview
* Mergers and Acquisitions M&A have become very
popular all over the world in last 3 decades.
* India born Laxmi Nivas Mittal has taken over Arcelor
in Europe, to form a largest Steel making Company in
Europe-”Arcelor-Mittal.”(130 Mtons/Year-Global) .
* Tata Steel-Corus(UK) Acquisition by Tata Steel for
$12 Billion is very significant and a landmark for the
Indian Corporate World. (28 Mtons/Annum-2006)
2
Types of Mergers
1. Horizontal
2. vertical
3. Conglomerate
4. concentric
3
M & A Process
Pre acquisition review
Search and screen targets
Investigate and value the target
Acquire through negotiation
Post merger integration
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Reasons for M & A
• Increased Market Power
• Overcome Barriers to Entry
• Lower Cost and Risk of New Product
Development
• Increased Speed to Market
• Reshaping Competitive Scope
5
Advantages of M & A
• Drives growth
• Enhance profitability
• Mitigates risk
• Cut down competiton
• Reduces tax liability
6
Example of Merger
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EXAMPLE OF MERGER
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ABOUT BOR AND MERGER
• ICICI OFFERED TO BOR
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WHY MERGER OF BOR WITH ICICI ???
10
ICICI AFTER MERGER
• PE RATIO 22.97 10/06/10
• EPS(RS)36.10 MAR 2010
• SALES(RS crore)5826.98 MAR 2010
• FACE VALUE RS 10
• NET PROFITMARGIN(%)9074 MAR 2009
• ROAE (%)7.58 MAR2009
11
Acquisition
An acquisition may be defined as an act of
acquiring effective control by one company
over the assets or management of another
company without any combination of
companies
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Legal procedure
*Sec 391 – 394 of Indian companies act covers
M & A.
*Examination of object clause
*Approval from the board
*Intimation to share holders and creditors.
*Approval from share holders and creditors.- 75% of SH
and creditors to approval
*Application to National Company Law Tribunal (NCLT)
• Petition to NCLT for approval
• Transfer of assets and Liabilities
• Issuance of shares
13
Example of Acquisition
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TATA acquiring CORUS
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Former Name : Tata Iron and Steel Company
Type : Public BSE (500470)
Founded : 1907
Chairman : Ratan Tata
Industry : Steel
Overview of the Acquirer
Founder : Jamshedji Tata
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Headquarter : Jamshedpur, Jharkhand, India
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Name : Corus
Parent : Tata Steel, member of Tata Group
Type : Subsidiary
Founded : 1999
CEO : Kirby Adams
Industry : Steel
Course : SML730
Organisation Management
DMS. IIT Delhi
Overview of the Acquired
Formation : Merger of British Steel Corporation & Koninklijke Hoogovens N.V.
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Headquarter : London, England, UK
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Reasons for bid from TATA Group
 To tap European mature market
 Cost of acquisition is lower than setting up green
field plant and marketing and distribution channel
 Acquisition would help Tata to feature in top 10
players in the world of steel industry
 Technology benefit
 Economies of scale
 Corus held a number of patents and R&D facilities
Reasons for CORUS to accept bid
 Saturated market of Europe
 Decline in market share and profit
 Total debt of Corus was 1.6 Bn GBP
 High cost of production, as there was a scarcity of raw
materials
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Counter Bid
• Nov 18, 06 : The Brazilian Steel Group CSN
approaches Corus With an offer of 475 pence/share
• Nov 27, 06 : Board of Corus decides to give more
time for shareholders to decide whether it issue
forward a formal offer
• Dec 18,06 : Tata increases its original bid for Corus
500 pence/share, then CSN made its counter bid at
515 pence/share in cash
• Jan 29, 07 : CSN raised its bid to 603 pence/share
• Jan 31, 07 : Tata had agreed to offer Corus investors
608 pence per share in cash
• Apr 02, 07 : Tata won over CSN, to acquire Corus 20
How the deal was funded.???
21
Effect on stock price of CORUS
 Corus Stock Price moved upwards as the bids moved upward
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Effect on stock price of TATA
 Tata steel stock moved downwards showing some volatility
23
Effect on stock price of both TATA and CORUS
 From the announcement date till the deal completion, Corus
stock gained 67% and Tata Steel stock lost around 12%
24
Result of the deal
 On July 23, 2007, Tata Steel stock reached 721.00 on
the Bombay Stock Exchange’s (BSE) stock Sensex after
hitting a lowest of 399.00 on March 8, 2007. Tata Steel
was one of the market leaders for the BSE Sensex up 27%
in 2007.
 Currently TATA’s are the 7th largest producer of
steel in the world.
 TATA’s credit ratting moved up from BBB to BB.
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Mergers and Acquisitions

  • 1.
    Mergers & Acquisitions Presentedby: Group - 4 Suhaib Prathiba Pooja Singh Niraj Raghuram Bhandhari Nitin G. Mahendrakar
  • 2.
    M & A–An Overview * Mergers and Acquisitions M&A have become very popular all over the world in last 3 decades. * India born Laxmi Nivas Mittal has taken over Arcelor in Europe, to form a largest Steel making Company in Europe-”Arcelor-Mittal.”(130 Mtons/Year-Global) . * Tata Steel-Corus(UK) Acquisition by Tata Steel for $12 Billion is very significant and a landmark for the Indian Corporate World. (28 Mtons/Annum-2006) 2
  • 3.
    Types of Mergers 1.Horizontal 2. vertical 3. Conglomerate 4. concentric 3
  • 4.
    M & AProcess Pre acquisition review Search and screen targets Investigate and value the target Acquire through negotiation Post merger integration 4
  • 5.
    Reasons for M& A • Increased Market Power • Overcome Barriers to Entry • Lower Cost and Risk of New Product Development • Increased Speed to Market • Reshaping Competitive Scope 5
  • 6.
    Advantages of M& A • Drives growth • Enhance profitability • Mitigates risk • Cut down competiton • Reduces tax liability 6
  • 7.
  • 8.
  • 9.
    ABOUT BOR ANDMERGER • ICICI OFFERED TO BOR 9
  • 10.
    WHY MERGER OFBOR WITH ICICI ??? 10
  • 11.
    ICICI AFTER MERGER •PE RATIO 22.97 10/06/10 • EPS(RS)36.10 MAR 2010 • SALES(RS crore)5826.98 MAR 2010 • FACE VALUE RS 10 • NET PROFITMARGIN(%)9074 MAR 2009 • ROAE (%)7.58 MAR2009 11
  • 12.
    Acquisition An acquisition maybe defined as an act of acquiring effective control by one company over the assets or management of another company without any combination of companies 12
  • 13.
    Legal procedure *Sec 391– 394 of Indian companies act covers M & A. *Examination of object clause *Approval from the board *Intimation to share holders and creditors. *Approval from share holders and creditors.- 75% of SH and creditors to approval *Application to National Company Law Tribunal (NCLT) • Petition to NCLT for approval • Transfer of assets and Liabilities • Issuance of shares 13
  • 14.
  • 15.
  • 16.
    Former Name :Tata Iron and Steel Company Type : Public BSE (500470) Founded : 1907 Chairman : Ratan Tata Industry : Steel Overview of the Acquirer Founder : Jamshedji Tata 1 2 3 4 5 6 7 8 Headquarter : Jamshedpur, Jharkhand, India 16
  • 17.
    Name : Corus Parent: Tata Steel, member of Tata Group Type : Subsidiary Founded : 1999 CEO : Kirby Adams Industry : Steel Course : SML730 Organisation Management DMS. IIT Delhi Overview of the Acquired Formation : Merger of British Steel Corporation & Koninklijke Hoogovens N.V. 1 2 3 4 5 6 7 8 Headquarter : London, England, UK 17
  • 18.
    Reasons for bidfrom TATA Group  To tap European mature market  Cost of acquisition is lower than setting up green field plant and marketing and distribution channel  Acquisition would help Tata to feature in top 10 players in the world of steel industry  Technology benefit  Economies of scale  Corus held a number of patents and R&D facilities
  • 19.
    Reasons for CORUSto accept bid  Saturated market of Europe  Decline in market share and profit  Total debt of Corus was 1.6 Bn GBP  High cost of production, as there was a scarcity of raw materials 19
  • 20.
    Counter Bid • Nov18, 06 : The Brazilian Steel Group CSN approaches Corus With an offer of 475 pence/share • Nov 27, 06 : Board of Corus decides to give more time for shareholders to decide whether it issue forward a formal offer • Dec 18,06 : Tata increases its original bid for Corus 500 pence/share, then CSN made its counter bid at 515 pence/share in cash • Jan 29, 07 : CSN raised its bid to 603 pence/share • Jan 31, 07 : Tata had agreed to offer Corus investors 608 pence per share in cash • Apr 02, 07 : Tata won over CSN, to acquire Corus 20
  • 21.
    How the dealwas funded.??? 21
  • 22.
    Effect on stockprice of CORUS  Corus Stock Price moved upwards as the bids moved upward 22
  • 23.
    Effect on stockprice of TATA  Tata steel stock moved downwards showing some volatility 23
  • 24.
    Effect on stockprice of both TATA and CORUS  From the announcement date till the deal completion, Corus stock gained 67% and Tata Steel stock lost around 12% 24
  • 25.
    Result of thedeal  On July 23, 2007, Tata Steel stock reached 721.00 on the Bombay Stock Exchange’s (BSE) stock Sensex after hitting a lowest of 399.00 on March 8, 2007. Tata Steel was one of the market leaders for the BSE Sensex up 27% in 2007.  Currently TATA’s are the 7th largest producer of steel in the world.  TATA’s credit ratting moved up from BBB to BB.
  • 26.
  • 27.