Exam 29: Corporate Acquisitions and Multinational Corporations

A corporation that operates in more than one country is called a transnational corporation.

Compare and contrast mergers and share exchanges and examine the benefits and drawbacks of each.

Examine the need for antitakeover statutes.

White knight mergers are mergers with friendly parties.

Lanuxa is a restaurant that is on the verge of bankruptcy.Gourmet World,a restaurant chain,acquires all the stocks of Lanuxa in an attempt to expand its business.To avoid legal paperwork,Gourmet World decides to retain its separate legal existence from that of Lanuxa's.This is an example of a ________.

Insurgent directors are the current directors of a corporation.

A situation in which the articles of incorporation demand the approval of 90 percent of the voting shares instead of the usual 50 percent is known as a ________.

Define a short-form merger and provide an example.

A shareholder resolution is best defined as a resolution submitted by ________.

The ________ plan provides that existing shareholders of the target corporation may convert their shares for a greater number of shares of the acquiring corporation.

Title to property owned by the merged corporation transfers to the surviving corporation,without formality or deeds.

________ rights are the rights of shareholders who object to a proposed merger to have their shares valued by the court and receive cash payment of this value from the corporation.

Which of the following is a corporation's defense against a hostile takeover?

Xanasoft Technologies wishes to acquire Mauvestone Computers.Aware of Xanasoft's plans,Mauvestone protects itself by letting Tenetric Solutions,a friendly company,acquire it under the condition that Tenetric would leave Mauvestone uncompromised in every way.This scenario is an example of a ________.

In a share exchange between two companies,one company loses its legal existence.

Nestor,a stockholder of a software firm,is unable to attend the annual shareholders' meeting conducted by the firm.He authorizes his friend,Matt,to attend the meeting on his behalf and vote Nestor's shares in his name.To formalize this,he composes and signs a written document that grants Matt the appropriate privilege.The document is then sent to the software firm.This document is an example of ________.

A proxy is a written document that is completed and signed by a shareholder and sent to the corporation.

Amenta Technologies is a successful startup company that has been targeted for acquisition by Greenstone Software.Greenstone has begun offering a tender offer to Amenta's shareholders.Discuss some defenses that Amenta can employ against Greenstone's tender offer.

The agreement of a tender offeror to abandon its tender offer and not purchase any additional stock is called a(n)________ agreement.

If the parent corporation owns 90 percent or more of the outstanding shares of the subsidiary corporation,a short-form merger procedure may be followed to merge the two corporations.