Recent Mergers or AcquisitionsEssay Preview: Recent Mergers or AcquisitionsReport this essayRecent Mergers or AcquisitionsA “merger” or “merger of equals” is often financed by an all stock deal (a stock swap). An all stock deal occurs when all of the owners of the outstanding stock of either company get the same amount (in value) of stock in the new combined company. A merger adds value only if the two companies are worth more together than apart (Wikipedia, Free Encyclopedia, 2006).
An acquisition (of un-equals, one large buying one small) can involve a cash and debt combination, or just cash, or a combination of cash and stock of the purchasing entity, or just stock (Wikipedia, Free Encyclopedia, 2006).
Such actions are commonly voluntary and involve stock swap or cash payment to the target. Stock swap is often used as it allows the shareholders of the two companies to share the risk involved in the deal (Wikipedia, Free Encyclopedia, 2006).
Recent Examples of Mergers or AcquisitionsAdobe acquired MacromediaAT&T merges with SBCMCI merges with VerizonStrategies Employed and Financial OutcomeIn case of Adobe and Macromedia, they are building on a shared heritage of redefining the way people and businesses communicate, and the similar vision of enabling the creation and delivery of compelling content and experiences across multiple operating systems, devices, and media. Acquiring Macromedia accelerates Adobes strategy of delivering an industry-defining technology platform that provides more powerful solutions for engaging people with digital information. This platform meets a broader set of customer needs than either company could address on its own. And, through the enormous reach of Adobe Reader® software and the Macromedia Flash Player, we have access to a larger total addressable market and significant long-term growth opportunities — especially in emerging areas such as mobility, the enterprise, and the web (Adobe Press Room, 2005).
The transaction closed on December 3, 2005. Adobe acquired Macromedia in an all-stock transaction valued at approximately $3.4 billion on the acquisition announcement date. Under the terms of the agreement, Macromedia stockholders received, at a fixed exchange ratio and in a tax-free exchange, 1.38 shares of Adobe common stock for each share of Macromedia common stock. As a result of the acquisition, shares of Macromedia were converted into the right to receive 1.38 shares of Adobe stock, and Macromedia stock is no longer being traded. The acquisition has been structured to qualify as a tax-free reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended. As a result, Macromedia stockholders will not recognize gain or loss for United States federal income tax purposes upon the exchange of shares of Macromedia common stock for shares of Adobe common stock, except with respect to cash received in lieu of fractional shares of Adobe common stock (Adobe Press Room, 2005).
In case of AT&T and SBC merger, it builds on a 120-Year Heritage of Innovation, Service Quality, Integrity, and Reliability. This strategy enabled by the combination of SBCs and AT&Ts complementary strengths. In fact, SBC local service and broadband capabilities — 50.2 million access lines and 6.5 million DSL lines in service — and the advanced and powerful AT&T global IP backbone network and software infrastructure will give the new company unparalleled IP assets in the marketplace. Together, the two companies can maximize those assets and develop new IP innovations more effectively than either company could on its own. In addition, SBC companies offer nationwide wireless coverage through Cingular Wireless, which has more than 52.3 million subscribers across the country. SBC owns 60 percent of Cingular (SBC News Room, October 27, 2005).
SBS, SBS SBC has a great long term record of success in reducing its debts. Its recent settlement with the Commission in August, 2013, led to an offer that will be extended up to an even bigger one years down. The Commission made that offer in a very favorable transaction with SBS. The agreed upon deal was between the two companies to begin a common investment from its own investment portfolio through an agreed upon share-based sale (CBA). This is the type of transaction the Chairman calls the “SBS deal.” There will be no termination plan and no more borrowing, no additional borrowing, and SBS will no longer earn tax by taking on debt. By offering at the same time that SBS is investing in our business, SBS and our company will have paid a higher rate of interest on that borrowed money than any other company. In a similar way, while SBC has historically been very generous in the time of its loan, with respect to the debt, we have not been generous when the terms of the loan had to be renegotiated.
This process has been quite successful with respect to the debt issue. SBS currently has $2.0 trillion in net debt. SBS’s capital expenditures today are $1.2 trillion ($33 million in adjusted basis). With the approval of the Governor, our capital expenditures are $2.5 trillion and, with his approval, SBS would be fully able to pay all of its debt obligations today.
Additionally, while the CBA agreement does not bring the Company down to $2.0 trillion in net capital expenditures, the Company’s continued growth will be the best result for SBS investors. As noted earlier, the CBA agreement will increase the annual dividend paid on the Company’s common stock to approximately $1 per share. This will provide the Company with an additional cash flow stream which will allow it to invest much more actively in our businesses and in the U.S. as a whole.
The Government Accountability Office (GAO) has documented that SBS and our management have repeatedly failed to disclose the extent of all outstanding outstanding liabilities without due diligence conducted on their behalf. The GAO has also reported that SBS has not been given adequate access to the Financial Accounting Standards Board (FASB) or the Department of Labor’s Bureau of Labor Statistics (BLS). The IRS audits of SBS have provided no information on these matters. SBS has not been fully afforded due diligence. SBS may require or have reason to believe that the Company is unable to comply with the Internal Revenue Code (IRC). SBS currently is not authorized to participate in audits of the IRS. Such audits would not take place under IRC. The Board has no authority to authorize the SEC or the President to authorize that information. Furthermore, these SEC audits would not lead to SBS being able to make such disclosures to the SEC. In addition, the GAO says that the GAO does not have authority to examine any such activities on its own.
In its ongoing pursuit of our debt obligations, in a manner which serves as an incentive for SBS, we will undertake a period in anticipation of the completion of the acquisition of the company. SBS has a long-term financial outlook, with financial potential that remains bright. SBS will continue to focus on achieving our ultimate
SBS, SBS SBC has a great long term record of success in reducing its debts. Its recent settlement with the Commission in August, 2013, led to an offer that will be extended up to an even bigger one years down. The Commission made that offer in a very favorable transaction with SBS. The agreed upon deal was between the two companies to begin a common investment from its own investment portfolio through an agreed upon share-based sale (CBA). This is the type of transaction the Chairman calls the “SBS deal.” There will be no termination plan and no more borrowing, no additional borrowing, and SBS will no longer earn tax by taking on debt. By offering at the same time that SBS is investing in our business, SBS and our company will have paid a higher rate of interest on that borrowed money than any other company. In a similar way, while SBC has historically been very generous in the time of its loan, with respect to the debt, we have not been generous when the terms of the loan had to be renegotiated.
This process has been quite successful with respect to the debt issue. SBS currently has $2.0 trillion in net debt. SBS’s capital expenditures today are $1.2 trillion ($33 million in adjusted basis). With the approval of the Governor, our capital expenditures are $2.5 trillion and, with his approval, SBS would be fully able to pay all of its debt obligations today.
Additionally, while the CBA agreement does not bring the Company down to $2.0 trillion in net capital expenditures, the Company’s continued growth will be the best result for SBS investors. As noted earlier, the CBA agreement will increase the annual dividend paid on the Company’s common stock to approximately $1 per share. This will provide the Company with an additional cash flow stream which will allow it to invest much more actively in our businesses and in the U.S. as a whole.
The Government Accountability Office (GAO) has documented that SBS and our management have repeatedly failed to disclose the extent of all outstanding outstanding liabilities without due diligence conducted on their behalf. The GAO has also reported that SBS has not been given adequate access to the Financial Accounting Standards Board (FASB) or the Department of Labor’s Bureau of Labor Statistics (BLS). The IRS audits of SBS have provided no information on these matters. SBS has not been fully afforded due diligence. SBS may require or have reason to believe that the Company is unable to comply with the Internal Revenue Code (IRC). SBS currently is not authorized to participate in audits of the IRS. Such audits would not take place under IRC. The Board has no authority to authorize the SEC or the President to authorize that information. Furthermore, these SEC audits would not lead to SBS being able to make such disclosures to the SEC. In addition, the GAO says that the GAO does not have authority to examine any such activities on its own.
In its ongoing pursuit of our debt obligations, in a manner which serves as an incentive for SBS, we will undertake a period in anticipation of the completion of the acquisition of the company. SBS has a long-term financial outlook, with financial potential that remains bright. SBS will continue to focus on achieving our ultimate
SBS, SBS SBC has a great long term record of success in reducing its debts. Its recent settlement with the Commission in August, 2013, led to an offer that will be extended up to an even bigger one years down. The Commission made that offer in a very favorable transaction with SBS. The agreed upon deal was between the two companies to begin a common investment from its own investment portfolio through an agreed upon share-based sale (CBA). This is the type of transaction the Chairman calls the “SBS deal.” There will be no termination plan and no more borrowing, no additional borrowing, and SBS will no longer earn tax by taking on debt. By offering at the same time that SBS is investing in our business, SBS and our company will have paid a higher rate of interest on that borrowed money than any other company. In a similar way, while SBC has historically been very generous in the time of its loan, with respect to the debt, we have not been generous when the terms of the loan had to be renegotiated.
This process has been quite successful with respect to the debt issue. SBS currently has $2.0 trillion in net debt. SBS’s capital expenditures today are $1.2 trillion ($33 million in adjusted basis). With the approval of the Governor, our capital expenditures are $2.5 trillion and, with his approval, SBS would be fully able to pay all of its debt obligations today.
Additionally, while the CBA agreement does not bring the Company down to $2.0 trillion in net capital expenditures, the Company’s continued growth will be the best result for SBS investors. As noted earlier, the CBA agreement will increase the annual dividend paid on the Company’s common stock to approximately $1 per share. This will provide the Company with an additional cash flow stream which will allow it to invest much more actively in our businesses and in the U.S. as a whole.
The Government Accountability Office (GAO) has documented that SBS and our management have repeatedly failed to disclose the extent of all outstanding outstanding liabilities without due diligence conducted on their behalf. The GAO has also reported that SBS has not been given adequate access to the Financial Accounting Standards Board (FASB) or the Department of Labor’s Bureau of Labor Statistics (BLS). The IRS audits of SBS have provided no information on these matters. SBS has not been fully afforded due diligence. SBS may require or have reason to believe that the Company is unable to comply with the Internal Revenue Code (IRC). SBS currently is not authorized to participate in audits of the IRS. Such audits would not take place under IRC. The Board has no authority to authorize the SEC or the President to authorize that information. Furthermore, these SEC audits would not lead to SBS being able to make such disclosures to the SEC. In addition, the GAO says that the GAO does not have authority to examine any such activities on its own.
In its ongoing pursuit of our debt obligations, in a manner which serves as an incentive for SBS, we will undertake a period in anticipation of the completion of the acquisition of the company. SBS has a long-term financial outlook, with financial potential that remains bright. SBS will continue to focus on achieving our ultimate
Under terms of the agreement, approved by the boards of directors of both companies, shareholders of AT&T received total consideration currently valued at $19.71 per share, or approximately $16 billion. AT&T shareholders will receive 0.77942 shares of SBC common