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Pension Parachute
A pension parachute is a form of poison pill that prevents the raiding firm of a hostile takeover from utilizing the pension assets to finance the acquisition. When the target firm is threatened by an acquirer, the pension plan assets are only available to benefit the pension plan participants. In corporate governance, the pension parachute protects the surplus cash in the pension fund of the target from unfriendly acquirers; the funds remain the property of the plan’s participants in the target company. The law firm of Kelley Drye & Warren claims to be the pioneers of the "pension parachute". Their first pension parachute was implemented for Union Carbide, and its design was upheld in Union Carbide’s litigation with GAF. See also *Economics *Mergers and Acquisitions * Microeconomics *Takeover *Industrial organization In economics, industrial organization is a field that builds on the theory of the firm by examining the structure of (and, therefore, the boundaries betwe ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Shareholder Rights Plan
A shareholder rights plan, colloquially known as a "poison pill", is a type of defensive tactic used by a corporation's board of directors against a takeover. In the field of mergers and acquisitions, shareholder rights plans were devised in the early 1980s as a way to prevent takeover bids by taking away a shareholder's right to negotiate a price for the sale of shares directly. Typically, such a plan gives shareholders the right to buy more shares at a discount if one shareholder buys a certain percentage or more of the company's shares. The plan could be triggered, for instance, if any one shareholder buys 20% of the company's shares, at which point every shareholder (except the one who possesses 20%) will have the right to buy a new issue of shares at a discount. If all other shareholders are able to buy more shares at a discount, such purchases would dilute the bidder's interest, and the cost of the bid would rise substantially. Knowing that such a plan could be activated, th ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Takeover
In business, a takeover is the purchase of one company (the ''target'') by another (the ''acquirer'' or ''bidder''). In the UK, the term refers to the acquisition of a public company whose shares are listed on a stock exchange, in contrast to the acquisition of a private company. Management of the target company may or may not agree with a proposed takeover, and this has resulted in the following takeover classifications: friendly, hostile, reverse or back-flip. Financing a takeover often involves loans or bond issues which may include junk bonds as well as a simple cash offers. It can also include shares in the new company. Types Friendly A ''friendly takeover'' is an acquisition which is approved by the management of the target company. Before a bidder makes an offer for another company, it usually first informs the company's board of directors. In an ideal world, if the board feels that accepting the offer serves the shareholders better than rejecting it, it recommend ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Assets
In financial accountancy, financial accounting, an asset is any resource owned or controlled by a business or an economic entity. It is anything (tangible or intangible) that can be used to produce positive economic value. Assets represent value of ownership that can be converted into cash (although cash itself is also considered an asset). The balance sheet of a firm records the monetaryThere are different methods of assessing the monetary value of the assets recorded on the Balance Sheet. In some cases, the ''Historical Cost'' is used; such that the value of the asset when it was bought in the past is used as the monetary value. In other instances, the present fair market value of the asset is used to determine the value shown on the balance sheet. value of the assets owned by that firm. It covers money and other valuables belonging to an individual or to a business. Assets can be grouped into two major classes: Tangible property, tangible assets and intangible assets. Tangible ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Company (law)
A company, abbreviated as co., is a legal entity representing an association of people, whether natural, legal or a mixture of both, with a specific objective. Company members share a common purpose and unite to achieve specific, declared goals. Companies take various forms, such as: * voluntary associations, which may include nonprofit organizations * business entities, whose aim is generating profit * financial entities and banks * programs or educational institutions A company can be created as a legal person so that the company itself has limited liability as members perform or fail to discharge their duty according to the publicly declared incorporation, or published policy. When a company closes, it may need to be liquidated to avoid further legal obligations. Companies may associate and collectively register themselves as new companies; the resulting entities are often known as corporate groups. Meanings and definitions A company can be defined as an "artificial per ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Kelley Drye & Warren
Kelley Drye & Warren LLP is an international law firm founded in 1836 and is one of the oldest firms in the United States. It operates in New York; Washington; Los Angeles; Chicago; Stamford, Connecticut; Parsippany, New Jersey; Houston, Texas; and San Diego, California. It also offers legal services through an affiliate relationship with Mumbai-based Fortitude Law Associates. Practice areas Kelley Drye has substantial practice areas in areas including advertising law, antitrust, bankruptcy, communications, corporate, environmental, ERISA, government contracts, government relations, labor and employment, litigation, intellectual property, international trade and customs, real estate, trust & estate and tax. History In 1836, New York attorneys Hiram Barney and William Mulligan founded a law office in downtown Manhattan. They took on significant matters from the inception of the firm, including the bankruptcies of the Metropolitan Street Railway and the New York City Railway. B ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Union Carbide
Union Carbide Corporation is an American chemical corporation wholly owned subsidiary (since February 6, 2001) by Dow Chemical Company. Union Carbide produces chemicals and polymers that undergo one or more further conversions by customers before reaching consumers. Some are high-volume commodities and others are specialty products meeting the needs of smaller markets. Markets served include paints and coatings, packaging, wire and cable, household products, personal care, pharmaceuticals, automotive, textiles, agriculture, and oil and gas. The company is a former component of the Dow Jones Industrial Average. Founded in 1917 as the Union Carbide and Carbon Corporation, from a merger with National Carbon Company, the company's researchers developed an economical way to make ethylene from natural gas liquids, such as ethane and propane, giving birth to the modern petrochemical industry. The company divested consumer products businesses Eveready and Energizer batteries, Glad bags ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
GAF Materials Corporation
GAF is an American manufacturing company based in Parsippany, New Jersey, that has roots dating back to the late 19th century. The GAF acronym stands for General Aniline & Film. The company has historically been primarily focused on manufacturing of roofing materials for residential and commercial applications. At one time GAF was also active in manufacturing photographic film as well as cameras and projectors (both still and motion picture), and was the manufacturer of the View-Master, the famous line of 3D transparencies, viewers and projectors. Briefly in the 1970s, it was the official film of Disneyland and Walt Disney World, and at this time actor Henry Fonda served as the company's spokesman in several television commercials, including one that featured Jodie Foster in her first acting role. Jim Schnepper is the President of GAF, an operating subsidiary of Standard Industries. History Founded in 1886, GAF has become one of the largest roofing manufacturers in North Amer ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Economics
Economics () is the social science that studies the Production (economics), production, distribution (economics), distribution, and Consumption (economics), consumption of goods and services. Economics focuses on the behaviour and interactions of Agent (economics), economic agents and how economy, economies work. Microeconomics analyzes what's viewed as basic elements in the economy, including individual agents and market (economics), markets, their interactions, and the outcomes of interactions. Individual agents may include, for example, households, firms, buyers, and sellers. Macroeconomics analyzes the economy as a system where production, consumption, saving, and investment interact, and factors affecting it: employment of the resources of labour, capital, and land, currency inflation, economic growth, and public policies that have impact on glossary of economics, these elements. Other broad distinctions within economics include those between positive economics, desc ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Mergers And Acquisitions
Mergers and acquisitions (M&A) are business transactions in which the ownership of companies, other business organizations, or their operating units are transferred to or consolidated with another company or business organization. As an aspect of strategic management, M&A can allow enterprises to grow or downsize, and change the nature of their business or competitive position. Technically, a is a legal consolidation of two business entities into one, whereas an occurs when one entity takes ownership of another entity's share capital, equity interests or assets. A deal may be euphemistically called a ''merger of equals'' if both CEOs agree that joining together is in the best interest of both of their companies. From a legal and financial point of view, both mergers and acquisitions generally result in the consolidation of assets and liabilities under one entity, and the distinction between the two is not always clear. In most countries, mergers and acquisitions must co ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Microeconomics
Microeconomics is a branch of mainstream economics that studies the behavior of individuals and firms in making decisions regarding the allocation of scarce resources and the interactions among these individuals and firms. Microeconomics focuses on the study of individual markets, sectors, or industries as opposed to the national economy as whole, which is studied in macroeconomics. One goal of microeconomics is to analyze the market mechanisms that establish relative prices among goods and services and allocate limited resources among alternative uses. Microeconomics shows conditions under which free markets lead to desirable allocations. It also analyzes market failure, where markets fail to produce efficient results. While microeconomics focuses on firms and individuals, macroeconomics focuses on the sum total of economic activity, dealing with the issues of growth, inflation, and unemployment and with national policies relating to these issues. Microeconomics also deal ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Takeover
In business, a takeover is the purchase of one company (the ''target'') by another (the ''acquirer'' or ''bidder''). In the UK, the term refers to the acquisition of a public company whose shares are listed on a stock exchange, in contrast to the acquisition of a private company. Management of the target company may or may not agree with a proposed takeover, and this has resulted in the following takeover classifications: friendly, hostile, reverse or back-flip. Financing a takeover often involves loans or bond issues which may include junk bonds as well as a simple cash offers. It can also include shares in the new company. Types Friendly A ''friendly takeover'' is an acquisition which is approved by the management of the target company. Before a bidder makes an offer for another company, it usually first informs the company's board of directors. In an ideal world, if the board feels that accepting the offer serves the shareholders better than rejecting it, it recommend ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
Industrial Organization
In economics, industrial organization is a field that builds on the theory of the firm by examining the structure of (and, therefore, the boundaries between) firms and market (economics), markets. Industrial organization adds real-world complications to the perfect competition, perfectly competitive model, complications such as transaction costs, limited information economics, information, and barriers to entry of new firms that may be associated with imperfect competition. It analyzes determinants of firm and market organization and behavior on a continuum between Competition (economics), competition and monopoly, including from government actions. There are different approaches to the subject. One approach is descriptive in providing an overview of industrial organization, such as measures of competition and the size-concentration ratio, concentration of firms in an industry. A second approach uses microeconomic models to explain internal firm organization and market strategy, ... [...More Info...] [...Related Items...] OR: [Wikipedia] [Google] [Baidu] |
