Deck 31: Mergers
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Deck 31: Mergers
1
The merger between Comcast and NBC Universal is an example of a:
A)horizontal merger.
B)vertical merger.
C)conglomerate merger.
D)none of these options.
A)horizontal merger.
B)vertical merger.
C)conglomerate merger.
D)none of these options.
vertical merger.
2
Firm A has a value of $150 million and Firm B has a value of $100 million.Merging the two would enable cost savings with a present value of $40 million.Firm A purchases Firm B for $120 million.What is the gain from this merger?
A)$20 million
B)$40 million
C)$100 million
D)$80 million
A)$20 million
B)$40 million
C)$100 million
D)$80 million
$40 million
3
Firm A has a value of $100 million and Firm B has a value of $70 million.Merging the two would enable cost savings with a present value of $20 million.Firm A purchases Firm B for $75 million.What is the gain from this merger?
A)$30 million
B)$20 million
C)$15 million
D)$75 million
A)$30 million
B)$20 million
C)$15 million
D)$75 million
$20 million
4
Many mergers that appear to make economic sense fail because managers cannot handle the complex task of integrating two firms with different:
I.production processes;
II.accounting methods;
III.corporate cultures
A)I only
B)I and II only
C)III only
D)I,II,and III
I.production processes;
II.accounting methods;
III.corporate cultures
A)I only
B)I and II only
C)III only
D)I,II,and III
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5
The "Bootstrap Game" may mislead investors regarding the prospects for a merged firm.How are investors potentially misled?
A)The firm's management generates cost savings via temporary layoffs of highly paid executives.
B)The firm gains intellectual property in a merger,but then divests the operations of the target firm.
C)The firm's management changes the name of an acquired firm to feign diversification.
D)The firm acquires a target with low a P/E ratio,which generates short-term earnings per share growth without any true economic advantage.
A)The firm's management generates cost savings via temporary layoffs of highly paid executives.
B)The firm gains intellectual property in a merger,but then divests the operations of the target firm.
C)The firm's management changes the name of an acquired firm to feign diversification.
D)The firm acquires a target with low a P/E ratio,which generates short-term earnings per share growth without any true economic advantage.
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6
Merging in order to lower financing costs is likely to fail for the following reason:
A)costs of issuing larger amounts of debt increase.
B)tax shields decrease for larger companies.
C)any gain from lowering the required interest rate is offset by increased guarantees on the debt.
D)it is difficult for bondholders to calculate the postmerger debt outstanding.
A)costs of issuing larger amounts of debt increase.
B)tax shields decrease for larger companies.
C)any gain from lowering the required interest rate is offset by increased guarantees on the debt.
D)it is difficult for bondholders to calculate the postmerger debt outstanding.
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7
Firm A has a value of $200 million and Firm B has a value of $120 million.Merging the two would enable cost savings with a present value of $30 million.Firm A purchases Firm B for $130 million.How much do Firm A's shareholders gain from this merger?
A)$30 million
B)$20 million
C)$15 million
D)$10 million
A)$30 million
B)$20 million
C)$15 million
D)$10 million
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8
The following are dubious reasons for mergers:
I.diversification;
II.increase earnings per share (EPS);
III.lower financing costs;
IV.industry consolidation
A)I only
B)II and IV only
C)III and IV only
D)I,II,and III only
I.diversification;
II.increase earnings per share (EPS);
III.lower financing costs;
IV.industry consolidation
A)I only
B)II and IV only
C)III and IV only
D)I,II,and III only
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9
Google's acquisition of Motorola Mobility is an example of a:
A)cross-border merger.
B)horizontal merger.
C)conglomerate merger.
D)vertical merger.
A)cross-border merger.
B)horizontal merger.
C)conglomerate merger.
D)vertical merger.
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10
Which of the following actions by an acquiring firm signals its belief that postmerger gains will be substantially larger than expected?
A)Acquiring firm makes a stock offer,since its stock value is priced lower than it will be postmerger.
B)Acquiring firm makes a cash offer,since this allows the acquirer to solely benefit from gains not yet reflected in the market.
C)Acquiring firm attempts to gain majority ownership,but not complete ownership.
D)Acquiring firm makes an offer with the condition that management must be replaced.
A)Acquiring firm makes a stock offer,since its stock value is priced lower than it will be postmerger.
B)Acquiring firm makes a cash offer,since this allows the acquirer to solely benefit from gains not yet reflected in the market.
C)Acquiring firm attempts to gain majority ownership,but not complete ownership.
D)Acquiring firm makes an offer with the condition that management must be replaced.
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11
Firm A has a value of $200 million and Firm B has a value of $120 million.Merging the two would enable cost savings with a present value of $30 million.Firm A purchases Firm B for $130 million.What is the cost of this merger?
A)$30 million
B)$20 million
C)$15 million
D)$10 million
A)$30 million
B)$20 million
C)$15 million
D)$10 million
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12
The following are sensible motives for mergers EXCEPT:
A)economies of scale.
B)complementary resources.
C)diversification.
D)eliminating inefficiencies.
A)economies of scale.
B)complementary resources.
C)diversification.
D)eliminating inefficiencies.
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13
The merger of two similar pharmaceutical firms is an example of a:
I.horizontal merger;
II.cross-border merger;
III.conglomerate merger;
IV.vertical merger
A)I only
B)II only
C)III only
D)I and III only
I.horizontal merger;
II.cross-border merger;
III.conglomerate merger;
IV.vertical merger
A)I only
B)II only
C)III only
D)I and III only
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14
Companies A and B are valued as follows: 
Company A now acquires B by offering one (new)share of A for every two shares of B (that is,after the merger,there are 2500 shares of A outstanding).If investors are aware that there are no economic gains from the merger,what is the price-earnings ratio of A's stock after the merger?
A)7.5
B)8.3
C)10.0

Company A now acquires B by offering one (new)share of A for every two shares of B (that is,after the merger,there are 2500 shares of A outstanding).If investors are aware that there are no economic gains from the merger,what is the price-earnings ratio of A's stock after the merger?
A)7.5
B)8.3
C)10.0
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15
Firm A has a value of $100 million and Firm B has a value of $60 million.Merging the two would enable cost savings with a present value of $20 million.Firm A purchases Firm B for $65 million.How much do Firm A's shareholders gain from this merger?
A)$30 million
B)$20 million
C)$15 million
D)$5 million
A)$30 million
B)$20 million
C)$15 million
D)$5 million
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16
Firm A has a value of $100 million and Firm B has a value of $70 million.Merging the two would enable cost savings with a present value of $20 million.Firm A purchases Firm B for $75 million.What is the cost of this merger?
A)$30 million
B)$20 million
C)$5 million
D)$10 million
A)$30 million
B)$20 million
C)$5 million
D)$10 million
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17
The following are sensible reasons for mergers:
I.economies of scale;
II.economics of vertical integration;
III.complementary resources;
IV.prevent target firm from wasting surplus funds;
V.eliminate target firm inefficiencies;
VI.industry consolidation
A)I only
B)I,II,and III only
C)I,III,IV,and V only
D)I,II,III,IV,V,and VI
I.economies of scale;
II.economics of vertical integration;
III.complementary resources;
IV.prevent target firm from wasting surplus funds;
V.eliminate target firm inefficiencies;
VI.industry consolidation
A)I only
B)I,II,and III only
C)I,III,IV,and V only
D)I,II,III,IV,V,and VI
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18
The market for corporate control includes:
I.mergers;
II.spin-offs and divestitures;
III.leveraged buyouts (LBOs);
IV.privatizations
A)I only
B)I and II only
C)I,II,and III only
D)I,II,III,and IV
I.mergers;
II.spin-offs and divestitures;
III.leveraged buyouts (LBOs);
IV.privatizations
A)I only
B)I and II only
C)I,II,and III only
D)I,II,III,and IV
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19
Companies A and B are valued as follows: 
Company A now acquires B by offering one (new)share of A for every two shares of B (that is,after the merger,there are 2500 shares of A outstanding).Suppose that the merger really does increase the value of the combined firms by $20,000..What is the cost of the merger?
A)zero
B)$2,000
C)$8,000
D)$4,000

Company A now acquires B by offering one (new)share of A for every two shares of B (that is,after the merger,there are 2500 shares of A outstanding).Suppose that the merger really does increase the value of the combined firms by $20,000..What is the cost of the merger?
A)zero
B)$2,000
C)$8,000
D)$4,000
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20
The following are sensible motives for mergers:
I.prevent target firm from wasting surplus funds;
II.eliminate target firm inefficiencies;
III.complementary resources;
IV.increasing earnings per share (EPS)
A)I only
B)I and II only
C)I,II,and III only
D)IV only
I.prevent target firm from wasting surplus funds;
II.eliminate target firm inefficiencies;
III.complementary resources;
IV.increasing earnings per share (EPS)
A)I only
B)I and II only
C)I,II,and III only
D)IV only
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21
Following an acquisition,the acquiring firm's balance sheet shows an asset labeled "goodwill." What form of merger accounting was used?
A)Consolidation
B)Aggregation
C)Purchase
D)None of these options
A)Consolidation
B)Aggregation
C)Purchase
D)None of these options
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22
The following data on a merger is given: 
Firm A has proposed to acquire Firm B at a price of $20 per share for Firm B's stock.What will be the postmerger price per share for Firm A's stock if Firm A pays in cash?
A)$108
B)$110
C)$102
D)$114

Firm A has proposed to acquire Firm B at a price of $20 per share for Firm B's stock.What will be the postmerger price per share for Firm A's stock if Firm A pays in cash?
A)$108
B)$110
C)$102
D)$114
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23
Antitrust law can be enforced by the U.S.federal government by:
I.a civil suit brought by the Justice Department;
II.proceedings initiated by the Federal Trade Commission (FTC);
III.proceedings initiated by the Securities and Exchange Commission (SEC)
A)I only
B)I and II only
C)I,II,and III
D)II only
I.a civil suit brought by the Justice Department;
II.proceedings initiated by the Federal Trade Commission (FTC);
III.proceedings initiated by the Securities and Exchange Commission (SEC)
A)I only
B)I and II only
C)I,II,and III
D)II only
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24
The following data on a merger is given: 
Firm A has proposed to acquire Firm B at a price of $20 per share for Firm B's stock.Calculate the postmerger P/E ratio assuming cash is used in the acquisition.
A)12.75
B)6.25
C)13.75

Firm A has proposed to acquire Firm B at a price of $20 per share for Firm B's stock.Calculate the postmerger P/E ratio assuming cash is used in the acquisition.
A)12.75
B)6.25
C)13.75
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25
The following data on a merger is given: 
Firm A has proposed to acquire Firm B at a price of $20 per share for Firm B's stock.What will earnings per share be for Firm A after the merger assuming that cash is used in the acquisition?
A)$6
B)$7
C)$8
D)$5

Firm A has proposed to acquire Firm B at a price of $20 per share for Firm B's stock.What will earnings per share be for Firm A after the merger assuming that cash is used in the acquisition?
A)$6
B)$7
C)$8
D)$5
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26
Who usually gains the most in a merger?
A)Acquiring firm's shareholders
B)Acquiring firm's management
C)Target firm's shareholders
D)Target firm's management
A)Acquiring firm's shareholders
B)Acquiring firm's management
C)Target firm's shareholders
D)Target firm's management
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27
Given the following data: 
If Firm A offers 250,000 shares to Firm B's shareholders,calculate the cost of the merger:
A)$2 million
B)$3 million
C)$1 million

If Firm A offers 250,000 shares to Firm B's shareholders,calculate the cost of the merger:
A)$2 million
B)$3 million
C)$1 million
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28
Which of the following is NOT an important piece of U.S.antitrust legislation?
I.Garn-St.Germain Act;
II.Clayton Act;
III.Hart-Scott-Rodino Act
A)I only
B)II only
C)III only
D)II and III only
I.Garn-St.Germain Act;
II.Clayton Act;
III.Hart-Scott-Rodino Act
A)I only
B)II only
C)III only
D)II and III only
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29
If Firm A acquires Firm B and Firm B's shareholders are given the fraction x of the combined firm,then the cost of this merger is:
A)Cost = (PVAB)- (x)PVB
B)Cost = (x)PVAB - PVB
C)Cost = PVAB - (x)PVA
D)Cost = (x)PVAB - (x)PVB
A)Cost = (PVAB)- (x)PVB
B)Cost = (x)PVAB - PVB
C)Cost = PVAB - (x)PVA
D)Cost = (x)PVAB - (x)PVB
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30
The DOC Corporation with a book value of $20 million and a market value of $30 million has acquired the CIC Corporation with a book value of $6 million and a market value of $8 million at a price of $9 million.If the transaction is a purchase,will there be any goodwill,and if so,what is the amount of goodwill?
A)No goodwill; 0
B)Yes goodwill; 3
C)Yes goodwill; 1
D)Cannot be calculated with the information given
A)No goodwill; 0
B)Yes goodwill; 3
C)Yes goodwill; 1
D)Cannot be calculated with the information given
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31
What role do hedge funds take when they speculate on merger activity by buying stock of firms that are "in play"?
A)Speculation causes an increased chance of antitrust lawsuits.
B)Hedge funds specialize in taking on the risk that the deal will fall through and allow risk averse investors to cash out.
C)Hedge funds help reduce the cost of the merger to an acquirer.
D)Hedge funds enable international mergers.
A)Speculation causes an increased chance of antitrust lawsuits.
B)Hedge funds specialize in taking on the risk that the deal will fall through and allow risk averse investors to cash out.
C)Hedge funds help reduce the cost of the merger to an acquirer.
D)Hedge funds enable international mergers.
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32
The following data on a merger is given: 
Firm A has proposed to acquire Firm B at a price of $20 per share for Firm B's stock.Calculate the NPV of the merger.
A)$200
B)$400
C)$600
D)$150

Firm A has proposed to acquire Firm B at a price of $20 per share for Firm B's stock.Calculate the NPV of the merger.
A)$200
B)$400
C)$600
D)$150
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33
When a merger of two firms is achieved by one firm,automatically assuming all the assets and all the liabilities of the other firm,such a merger requires:
A)no shareholder meeting to vote.
B)the approval of at least 50% of the stockholders (or as specified by corporate charters or state laws)of each firm.
C)that the management of the two firms be tossed out.
D)that the target firm search for alternative suitors.
A)no shareholder meeting to vote.
B)the approval of at least 50% of the stockholders (or as specified by corporate charters or state laws)of each firm.
C)that the management of the two firms be tossed out.
D)that the target firm search for alternative suitors.
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34
Historically,merger activity increases with which market condition?
A)Low stock market prices
B)High stock market prices
C)Moderate market prices
D)Merger activity is relatively constant throughout all market conditions.
A)Low stock market prices
B)High stock market prices
C)Moderate market prices
D)Merger activity is relatively constant throughout all market conditions.
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35
Assume the following data: 
If Firm A intends to pay $7 million cash for Firm B,then calculate the cost of this merger.
A)$2 million
B)$3 million
C)$1 million
D)zero

If Firm A intends to pay $7 million cash for Firm B,then calculate the cost of this merger.
A)$2 million
B)$3 million
C)$1 million
D)zero
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36
Which of the following actions is least effective in changing a firm's strategy?
A)Conducting a successful proxy contest
B)Threatening a takeover from a rival firm
C)Organizing a leveraged buyout by well-known wealthy private investors
D)The sale of shares by a minority shareholder
A)Conducting a successful proxy contest
B)Threatening a takeover from a rival firm
C)Organizing a leveraged buyout by well-known wealthy private investors
D)The sale of shares by a minority shareholder
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37
Assume the following data:
Suppose that Firm A offers 250,000 shares of the combined firm,Firm AB,to Firm B's shareholders.Calculate the cost of the merger.
A)$2 million
B)$3 million
C)$1 million
D)zero
Suppose that Firm A offers 250,000 shares of the combined firm,Firm AB,to Firm B's shareholders.Calculate the cost of the merger.
A)$2 million
B)$3 million
C)$1 million
D)zero
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38
The PEN Corporation with a book value of $20 million and a market value of $30 million has acquired the CNC Corporation with a book value of $6 million and a market value of $8 million at a price of $9 million.If the transaction is a purchase,then the total assets on the books of the new company will be:
A)$38 million
B)$39 million
C)$29 million
D)$26 million
A)$38 million
B)$39 million
C)$29 million
D)$26 million
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39
The following data on a merger is given: 
Firm A has proposed to acquire Firm B at a price of $20 per share for Firm B's stock.Calculate the gain from the merger.
A)$600
B)$150
C)$550
D)$700

Firm A has proposed to acquire Firm B at a price of $20 per share for Firm B's stock.Calculate the gain from the merger.
A)$600
B)$150
C)$550
D)$700
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40
Suppose that the market price of Company A is $50 per share and that of Company B is $20.If A offers half a share of common stock for each share of B,what is the percentage increase in wealth for B's shareholders?
A)-20%
B)+25%
C)-25%
D)+20%
A)-20%
B)+25%
C)-25%
D)+20%
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41
If an acquisition is completed using a cash payment,then the acquisition is:
A)taxable.
B)viewed as exchanging of shares and is not taxed.
C)a tax-free transaction as no capital gains or losses are recognized.
D)none of these options.
A)taxable.
B)viewed as exchanging of shares and is not taxed.
C)a tax-free transaction as no capital gains or losses are recognized.
D)none of these options.
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42
Compensation paid to top management in the event of a takeover is called a:
A)poison pill.
B)golden parachute.
C)self-tender.
D)buyout.
A)poison pill.
B)golden parachute.
C)self-tender.
D)buyout.
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43
The main difference to shareholders between a tax-free and a taxable acquisition is that:
I.in a tax-free acquisition the shares are only exchanged,while in a taxable transaction the shares are considered sold and realized capital gains or losses are taxed;
II.in a tax-free acquisition a capital gain or loss is realized and then new shares are issued; in a taxable transaction the assets are revalued,taxed on any capital gains or losses,and then shares are exchanged;
III.in a tax-free acquisition the shareholders simply take the cash and depart,while in a taxable transaction the shareholders must stay with the new entity
A)I only
B)II only
C)III only
D)I and III only
I.in a tax-free acquisition the shares are only exchanged,while in a taxable transaction the shares are considered sold and realized capital gains or losses are taxed;
II.in a tax-free acquisition a capital gain or loss is realized and then new shares are issued; in a taxable transaction the assets are revalued,taxed on any capital gains or losses,and then shares are exchanged;
III.in a tax-free acquisition the shareholders simply take the cash and depart,while in a taxable transaction the shareholders must stay with the new entity
A)I only
B)II only
C)III only
D)I and III only
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44
Which of the following factors influence the acquiring firm's choice between merger and an acquisition of stock?
I.Shareholders are dealt with directly to bypass target management and board of directors.
II.In a tender offer,usually some minority shareholders do not tender,stopping complete firm absorption.
III.Target management may be unfriendly and resist an offer.Resistance often increases the acquisition price.
A)I only
B)II only
C)III only
D)I,II,and III
I.Shareholders are dealt with directly to bypass target management and board of directors.
II.In a tender offer,usually some minority shareholders do not tender,stopping complete firm absorption.
III.Target management may be unfriendly and resist an offer.Resistance often increases the acquisition price.
A)I only
B)II only
C)III only
D)I,II,and III
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45
A conglomerate merger is one in which an acquiring firm buys a closely related firm.
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46
The easiest task for the managers of an acquiring firm is the integration of the target firm.
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47
A dissident group solicits votes in an attempt to replace existing management.This is called a:
A)proxy fight.
B)shareholder derivative action.
C)tender offer.
D)management freeze-out.
A)proxy fight.
B)shareholder derivative action.
C)tender offer.
D)management freeze-out.
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48
The following are methods available to change the management of a firm:
I.a successful proxy contest in which a group of shareholders vote in a new board of directors who then pick a new management team;
II.a takeover of one firm by another firm;
III.a leveraged buyout of the firm by a private group of investors
A)I only
B)II and III only
C)I,II,and III
D)I and III only
I.a successful proxy contest in which a group of shareholders vote in a new board of directors who then pick a new management team;
II.a takeover of one firm by another firm;
III.a leveraged buyout of the firm by a private group of investors
A)I only
B)II and III only
C)I,II,and III
D)I and III only
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49
Two companies can sensibly consider a merger if they have complementary resources.
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50
Examples of shark-repellent charter amendments include:
I.supermajority;
II.waiting period;
III.restricted voting rights;
IV.staggered board
A)I only
B)II only
C)I and II only
D)I,II,III,and IV
I.supermajority;
II.waiting period;
III.restricted voting rights;
IV.staggered board
A)I only
B)II only
C)I and II only
D)I,II,III,and IV
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51
A poison pill defense may be implemented by:
A)giving stock away.
B)selling firm assets.
C)issuing rights at a cheap price.
D)adding seats to the board of directors.
A)giving stock away.
B)selling firm assets.
C)issuing rights at a cheap price.
D)adding seats to the board of directors.
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52
A modification of the corporate charter that requires 80% shareholder approval for a takeover is called a(n):
A)repurchase standstill provision.
B)exclusionary self-tender.
C)supermajority amendment.
D)tender offer.
A)repurchase standstill provision.
B)exclusionary self-tender.
C)supermajority amendment.
D)tender offer.
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53
The gain from a merger is computed as: Gain = PVAB - (PVA + PVB).
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54
Diversification is a very sensible reason for two companies to merge.
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55
Takeover defenses appear to favor:
A)stockholders.
B)workers.
C)creditors.
D)managers.
A)stockholders.
B)workers.
C)creditors.
D)managers.
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56
In the purchase method of merger accounting a new asset category called goodwill is created.
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57
What are the tax consequences of a taxable merger?
A)Selling shareholders can defer any capital gain until they sell their shares in the merged company.
B)Depreciation tax shields are unchanged by the merger.
C)Selling shareholders must recognize any capital gain.
D)All goodwill must be written off immediately.
A)Selling shareholders can defer any capital gain until they sell their shares in the merged company.
B)Depreciation tax shields are unchanged by the merger.
C)Selling shareholders must recognize any capital gain.
D)All goodwill must be written off immediately.
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58
As a defensive maneuver,a firm issues deep-discount bonds that are redeemable at par in the event of an unfriendly takeover.These bonds are an example of:
A)greenmail.
B)a "scorched earth" policy.
C)crown jewels.
D)a poison put.
A)greenmail.
B)a "scorched earth" policy.
C)crown jewels.
D)a poison put.
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59
If Firm A acquires Firm B for cash,then the cost of the merger is equal to the cash payment minus Firm B's value as a separate entity.
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60
A vertical merger is one in which the buyer expands forward in the direction of the ultimate consumer or backward toward the source of raw material.
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61
A poison pill protects the rights of shareholders.
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62
Who gains the most in mergers?
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63
Briefly explain what is meant by the economic gain from a merger?
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64
Briefly describe the different types of mergers.
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65
Who are antitakeover defenses designed to protect?
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66
Briefly describe some of the good motives for mergers.
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67
It appears that target companies capture most of the gains in hostile takeovers.
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68
Discuss the difficulties associated with a typical merger.
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69
A would-be acquirer making a tender offer directly to shareholders represents another form of a proxy fight.
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70
Briefly explain what is meant by "the cost of acquisition" in the context of a merger?
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71
Supermajorities give shareholders more control over the firm.
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72
Explain the central tenet of the Clayton Act of 1914.
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73
Briefly discuss takeover defenses.
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74
Briefly explain the term economies of scale.
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75
Name the agencies that have successfully blocked mergers on antitrust (antimonopoly)grounds.
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76
Briefly discuss the different forms of acquisition.
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77
The following are pre-offer defenses: litigation,asset restructuring,and liability restructuring.
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