10万套3清管财务管理chpt35.pdfVIP

Pr iples of Corporate Finance Brealey and Myers Sixth Edition ◆ Control, ernance, and Financial Architecture Slides by Matthew Will Chapter 34 Irwin/McGraw Hill ©The McGraw-Hill Companies, ., 2000 Topics Covered  Leveraged Buyouts  Spin-offs and Restructuring  Conglomerates  Private Equity Partnership  Control and ernance Definitions  Corporate control -- the power to make investment and financing decisions.  Corporate ernance -- the role of the Board of Directors, shareholder voting, fights, etc. and the actions taken by shareholders to influence corporate decisions.  Financial architecture -- the financial organization of the business. Leveraged Buyouts  The differenc ween leveraged buyouts and ordinary acquisitions: 1. A large fraction of the purchase price is debt financed. 2. The LBO goes private, and its share is no longer trade on the open market. Leveraged Buyouts  The three ma haracteristics of LBOs: 1. High debt 2. entives 3. Private ownership Leveraged Buyouts 10 Largest LBOs in 1980s and 1997/98 examples Acquirer Target Year Price ($bil) KKR RJR Nabisco 1989 $ 24.72 KKR Beatrice 1986 $ 6.25 KKR Safeway 1986 $ 4.24 Thompson Co. Southland 1987 $ 4.00 AV Holdings