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M&A For A Buyer, A Transitory Subsidiary, And A Company


Abstract

Mergers & Acquisitions is a catchall phrase used to describe a group of financial activities when companies are bought and sold. A merger consists of two companies merging their assets to create a new company; when this happens, new stock is issued by exchanging stock from the two companies for stock in the newly formed company. Mergers are typically between two companies of roughly equal size, but any two companies can merge. An acquisition takes place when one company buys all the assets of another company. From a legal standpoint the purchased company (the “Target”) ceases to exist as a separate corporate entity, but becomes a subsidiary of the buyer. It is not uncommon for the buyer to retain the target company’s name. Most mergers are acquisitions since only about 3% of deals are mergers between equals (Buckley & Ghauri, 2002).