M&A Overview & Deals Flashcards

(30 cards)

1
Q

What does M&A stand for?

A

Mergers and Acquisitions - transactions where companies combine or one buys another.

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2
Q

What’s the difference between a merger and an acquisition?

A

A merger typically combines two firms into a new entity; an acquisition is one firm taking control of another.

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3
Q

Why do companies pursue M&A instead of organic growth?

A

M&A provides faster access to markets, capabilities, synergies, or scale compared to internal development.

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4
Q

What is the #1 goal of most M&A deals?

A

To create value through synergies - either cost savings or revenue enhancements.

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5
Q

What does the term “synergy” mean in M&A?

A

The additional value created by combining two businesses –> “1 + 1 = 3”

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6
Q

Name seven common strategic reasons for pursuing M&A.

A

Synergies
Gaining market share
Expanding geographically
Diversification
Vertical integration
Talent/technology acquisition
Tax benefits

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7
Q

What is vertical integration in M&A?

A

Acquiring a company along the supply chain (upstream or downstream)

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8
Q

What’s an example of vertical integration?

A

Tesla acquiring a battery supplier to secure key components.

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9
Q

What’s a horizontal merger?

A

A merger between two companies in the same industry and at the same stage of the value chain.

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10
Q

What’s the goal of a horizontal merger?

A

To increase market share, reduce competition, and realize cost synergies.

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11
Q

What’s a conglomerate merger?

A

A merger between firms in unrelated industries.

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12
Q

Why would a firm pursue a conglomerate merger?

A

To diversify risk or invest excess capital.

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13
Q

What’s a market extension merger?

A

A merger that allows a firm to sell existing products in new geographic markets.

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14
Q

What’s a product extension merger?

A

A merger where two firms combine to cross-sell related products to the same customers.

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15
Q

Give a real-world example of a horizontal merger.

A

Exxon and Mobil combining to become ExxonMobil.

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16
Q

What are the two main types of synergies in M&A?

A

Cost synergies and revenue synergies.

17
Q

Which type of synergy is more reliable?

A

Cost synergies - they’re easier to identify and measure.

18
Q

What is a “control premium”?

A

The extra amount paid by the acquirer above the target’s current market value.

19
Q

Why does an acquirer pay a control premium?

A

To gain full control and influence over the target company’s decisions and cash flows.

20
Q

What is “goodwill” in M&A accounting?

A

The excess purchase price over the fair value of net assets - recorded as an intangible asset.

21
Q

What is integration risk in M&A?

A

The risk that combining operations, cultures, or systems will fail or create friction.

22
Q

What percentage of M&A deals fail to deliver expected value?

A

Around 70% to 90%, often due to poor integration or overpaying.

23
Q

What is due diligence?

A

The process of investigating a target’s financials, legal risks, operations, and synergies before acquisition.

24
Q

What’s a red flag in financial due diligence?

A

Unusual revenue recognition practices, inconsistent margins, or aggressive accounting.

25
Name a macroeconomic risk in M&A deals.
Interest rate changes, inflation, or regulatory environment shifts.
26
What's an asset purchase?
When the buyer acquires selected assets and liabilities of a company - not the whole entity.
27
What's a share purchase?
When the buyer acquires the target company's equity, taking control of all assets and liabilities.
28
What's a hostile takeover?
An acquisition where the target's management opposes the deal.
29
What's a leveraged buyout (LBO)?
An acquisition financed primarily with debt, often using the target's own assets as collateral.
30
What's one reason a merger might destroy value?
Overpaying for the target (high control premium with weak synergies or poor integration)