The Indian economic reform since 1991 has opened up a whole lot of challenges both in the domestic and international spheres. The increased competition in the global market has prompted the Indian companies to go for mergers and acquisitions as an important strategic choice. The trends of mergers and acquisitions in India have changed over the years. The immediate effects of the mergers and acquisitions have also been diverse across the various sectors of the Indian economy. Acquisition Acquisition in general sense is acquiring the ownership in the property.
In the context of business combinations, an acquisition is the purchase by one company of a controlling interest in the share capital of another existing company. An acquisition may be affected by
agreement with the persons holding majority interest in the company management like members of the board or major shareholders commanding majority of voting power;
purchase of shares in open market;
to make takeover offer to the general body of shareholders;
purchase of new shares by private treaty;
acquisition of share capital or one company may be either all or any one of the following form of considerations viz. eans of cash, issuance of loan capital, or insurance of share capital.
History On October 10,2007 Royal Bank of Scotland led consortium with RBs, Fortis of Belgium and banco Santander central Hipo SA of Spain created history by acquiring Dutch banking gaintABN AMBRO for US$ 100 billion. The consortium paid US$ 51. 55 per share of ABM AMBRO, about 13% more as compared to the rival Barclays offer. This was one of the largest acquisition in the history of global banking industry . The consortium agreed to pay 93% of amount through cash and remaining 7% through RBS shares.
Due to the 2008 financial crisis, the Dutch government nationalised the divisions owned by Fortis, while the UK government is now in effective control over the divisions allocated to RBS due to its financial bail-out of the Scottish bank. The process of integrating some of ABN AMRO's divisions into the new owners, and divesting others, continues. Since 6 February 2010 the bank has been split into one organisation owned by the Dutch government called ABN AMRO Bank N. V. and another owned by The Royal Bank of Scotland Group renamed The Royal Bank of Scotland N. V.
On this date the Dutch owned businesses legally demerged from those owned by RBS. The Dutch government own the ABN AMRO brand for use with the parts of the bank they purchased while other companies within the Group will be renamed or closed down. Objective To study the acquisition of ABN AMBRO by RBS form various perspectives. We will try to answer the following questions:- What would a SWOT analysis reveal? What were the various synergies? Was the acquisition strategy sound? Events after acquisition? Various parameters of the deal. Effect of recession on the deal. Major challenges faced by the firm.
On 19 January, 2009 RBS issued a statement in which it admitted that acquiring ABN AMBRO was a mistake. It also issued in the statement that ? 10 billion that it had spent on ABN ABMRO was worth nothing by then. Also RBS incurred a loss of ? 24. 1 billion on a total income of ? 26. 9 billion. So in this report we will try to study and analyse the after-effects of acquisition. Various other similar factors are attempted to be studies. Data & Research Methodology Data will be mainly sourced from secondary sources. However the management of certain firms under view will be interviewed through structured questionnaires.
The data will be analysed using financial tools to access the effectiveness of the deal. An attempt will be made to evaluate the efficiency of the merged firm with the help of selected financial ratios. Analysis and expected results Through the medium of this report an attempt will be made to analyse the financial benefits of the acquisition. In addition to strategic benefits, the acquisition would deliver significant financial benefits to the shareholders. Through major cost savings and improved profitability of business lines, substantial earnings improvements for shareholders will be realised.
The expectations from the deal were to strengthen all three consortium banks in their respective markets and open up new segment to accelerate their growth. The analysis includes: Impact of mergers & acquisition on employees and working conditions Looking at the financing of the acquisition and studying the possible financing options. Major challenges of the merger and the opportunities. RBS’s current expansion plans Sensitivity analysis Synergy analysis Accounting and financing structure Risk assessment and cost of capital Leveraged buy-out Estimating merger gains and cost.
Of course, it is easy to criticize another firm’s management but not so easy to improve it. Some of the self-appointed scourges of poor management turn out to be less competent than those they replace. Here is how Warren Buffet, the chairman of Berkshire Hathaway summarizes the matter Many managers were apparently over-exposed in impressionable childhood years to the story in which the imprisoned, handsome prince is released from the toad’s body by a kiss from the beautiful princess. Consequently, they are certain that the managerial kiss will do wonders for the profitability of the target company. Such optimism is essential.