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addition to its operation. Perhaps the smaller company has a patent on
an innovative technology or process, or perhaps the smaller company
has a healthy market share in the business they operate in, or maybe the
smaller company has a large database of clients which the larger
company views as an untapped market. Or just perhaps the larger
company would like to eliminate a competitor before it becomes larger.
During takeovers, the acquiring company usually assumes all assets
and liabilities of the acquired company. Many times you hear that the
acquiring company is assuming all stock and debt (read loans and
bonds) of the acquired company. But in order for the takeover to
become effective, the board, and ultimately the shareholders of the
company, must approve such action. Of course the shareholders of the
acquiring company must have already approved the takeover intent. In
order for the shareholders of the target company to approve such a
move, they would want a good tender offer. In other words, they would
want the acquiring company to buy their shares at a good premium.
Hence the jump in the stock price at the onset of the takeover.
The actual transaction may be carried out in several ways.
Sometimes there is a stock swap, where the acquiring company issues
and pays a certain number of its own shares in return for the
outstanding shares of the to-be-acquired company, and sometimes the
payment may be in the form of cash. Other times the transaction is a
combination of cash and stock paid to the shareholders. Regardless of
the transaction format, the shareholders are always looking for a
satisfactory compensation before they agree to the takeover. Sometimes
there may be more than one company interested in acquiring a target
company. When several companies are serious about taking over
another company, a bidding war may break out, where companies try
to one-up each other in order to win over the shareholders. The target
company's stock would probably see a much higher rise as a result of …
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