gordeeva_o_g_praktikum_po_perevodu_ekonomicheskih_tekstov_s

Finland and California. Bharat Forge, the world’s second-biggest maker of forgings for engine and chassis components, based in Indian city of Pune, has since 2004 bought six companies in four countries – Britain, Germany, Sweden and China.

Behind this push overseas lies a combination of forces: a domestic boom; the availability of credit; a rush to achieve global scale; and a new self-confidence about Indian business’s ability to add managerial value. India’s economy is in its fourth successive year of growth at around 8%. In the first two quarters of this year GDP grew at rates of 9.3% and 8.9% respectively over the same periods in 2005.

Research into 127 Indian companies forecasts that their sales will have increased by 27% in the third quarter, compared with the same period a year earlier. Profit margins are widening; net profits are predicted to have grown by 39%.

With strong balance sheets, finance is not an obstacle. The stock market has been booming – this week its main index was just below its historic peak. And, despite capital controls that place limits on external borrowings, India’s big companies can raise huge amounts of money abroad. In August Reliance Petroleum raised the largest-ever syndicated loan for India, of $1.5 billion. Tata Steel is reported to have secured financing commitments of $6.5 billion for its putative bid for Corus.

forgings – отливки, заготовки putative - предполагаемый

Japan Inc. is treading warily amid M&A boom world-wide

As waves of consolidation have swept through industries across the globe, Japan Inc. has sometimes seemed to resist the tide.

While many competitors elsewhere have gone on the hunt for acquisitions to extend their global reach, many Japanese companies have remained reluctant to become predators. Indeed, some have gone on the defensive, hoping to avoid becoming prey.

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That raises the prospect that as global competition intensifies, Japanese companies could get left behind. In the not-so-distant future they might end up too small to compete effectively with bulked-up foreign rivals.

To be sure, there have been some big merger-and-acquisition deals in Japan lately. Last year, Japan Tobacco agreed to spend nearly $15 billion to acquire Britain's Gallaher Group PLC, and Toshiba bought control of Westinghouse Electronic Co.

Even so, the total value of Japanese acquisitions fell last year to $221 billion from $241 billion in 2005. That sum is modest in comparison to $260 billion in merger-and-acquisition activity for last year in Britain and the $181 billion in deals done by companies in Spain, a much smaller economy.

The Japanese have remained relatively cautious players in global deal making. That's prompted some economists to warn that Japanese companies aren't moving quickly enough to expand. “They are supporting each other and using traditional methods to defend themselves,” says Masaaki Kanno, head of economic research at JPMorgan Securities in Tokyo. “But is that the best policy?”

Such concerns come at a time when Japan's economic strength is uncertain. The nation's economic growth averaged just 1% in last year's second and third quarters, though it bounced back strongly in the fourth quarter, and the outlook for capital spending was recently revised lower.

Domestic demand, which accounts for about two-thirds of Japan's gross domestic product, remains stubbornly soft, while its service sector remains underdeveloped, leaving economic growth particularly dependent on industrial production and exports.

Japanese companies' failure to bulk up like their global peers is especially pronounced among the country's steelmakers, which have largely been sitting out of the rapid global consolidation in their industry. Rather than pursuing more aggressive deals, they have considered exchanging limited blocks of shares with one another, largely to discourage hostile foreign takeovers.

«The Japanese don't care about being big, they care about being taken over», says Wilbur Ross, a big investor in steel companies. «If I was a Japanese company I would be worried about the Chinese,» Mr. Ross says. «But,» he adds «their poison pill is the government of Japan,» which can informally or otherwise help to block hostile takeovers.

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Japanese executives say that bigger isn't necessarily better. They also question whether there is real synergy when giant steelmakers merge.

Rather than standing still, some Japanese companies have adopted a three-pronged approach. First, they are continuing to move ever higher up the value chain. At JFE, one of Japan's largest steelmakers, for example, 80% of output goes to high-end products. Also, after decades of neglecting shareholders, they are focusing on getting share prices up to keep their cost of capital low.

And finally, they are forming strategic alliances with each other and with their neighbors.

Strategy of Growth by Conquest Has Fallen Firmly out of Favour

The auto industry’s fixation with buying market share by acquiring rivals has ground to a halt. After a frantic couple of decades spent consolidating, the trend now is for dispersal. Yesterday’s strategic acquisition is today’s peripheral asset.

Ford and GM were the leading exponents of growth by grab. At the extreme, GM was managing 15 brands while Ford had eight. The acquisitive spurt aimed to gain influence in another region, to gain a brand that occupied a different sector, or to gain production not subject to UAW auto-workers’ union wage rates.

By last year, the world’s auto industry was reduced to a top 10 of alliance groups with no real influence from outside that premier league. The breaking point was the GM-Fiat separation. The US company paid more than 1bn euros to Fiat to lose its controlling interest . GM by then knew the depth of its own financial difficulties and its declining market share in the US.

At the same time Daimler-Crysler had been disengaging from Mitsubishi Motors by declining to participate in equity issues. In November the German group followed GM’s example and sold its remaining 12.4 per cent in Mitsubishi.

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It is now generally recognized that the most successful recipe for growth in the global auto industry is organic growth.

The theory is helped by fact that Toyota is so inarguably the supreme model for success. Toyota is a large part of the 2 per cent per annum market share gain by the oriental manufacturers in the US, and will shortly become the world’s largest carmaker by volume.

Toyota’s growth has been driven along the classic lines of reliability and customer satisfaction. With better information flowing to consumers via the internet, old brand loyalties now quickly evaporate in reaction to poor performance.

The Financial Times February 2006

The age of hostility

The new merger wave may bring more hostile takeovers than ever

The battle for Cadbury is already turning nasty. One week after Kraft, an American food conglomerate, made an unsolicited bid for it, the British confectioner hit back on September 12th. Roger Carr, Cadbury’s chairman, wrote an open letter in which he described the bid as an “unappealing prospect” that would serve only to lock the chocolate-maker into Kraft’s “low growth, conglomerate business”. Kraft says it is pressing on regardless. It is expected to have to improve its terms to win over Cadbury’s shareholders. Officially, Kraft’s offer is friendly. Irene Rosenfeld, its chief executive, says she looks forward to “constructive dialogue” with Cadbury. But in reality the moment Kraft made public its rejected offer, the bid became hostile.

Kraft’s offer for Cadbury is one of several recent signs that life is returning to the mergers and acquisitions (M&A) business. Executives and investment bankers have returned from their summer holidays in better spirits, confident that even if recovery may be slow the worst is over for the economy and that credit is becoming available. Share prices, though off their lows, look cheap by historic standards. These are ideal conditions for a new merger wave to form.

Yet compared with previous waves, the conditions are also far more favourable for hostile bids—perhaps on a scale not seen since, or even surpassing, the 1980s. That was when such deals, often

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accompanied by predictions of cutting jobs to boost profits, earned themselves such a bad name that a concerted attempt was made to abolish them even in free-market America.

It came close to succeeding, and hostile takeovers became as rare in the 1990s as an underpaid chief executive. Indeed, as recently as 2002, worldwide there were only 15 hostile bids of $500m or more. That number increased from the middle of this decade to a high of 81 in 2006, before plunging along with all other M&A activity (except shotgun marriages of troubled banks) during the economic crisis. This year, as of the end of July, there had been 21 hostile bids.

There are two main reasons why, in the words of a new report by the financial-strategy team at Citigroup, “hostile M&A is poised to surge”. The report, “M&A: Hostility on the Horizon”, by Carsten Stendevad, Anil Shivdasani and Gavriel Kimyagarov, notes that there has been a sharp reduction in the protections that managers can use to resist a hostile bid. In the 1990s there had been a dramatic increase in the adoption by firms of so-called “poison pills” that could take effect in the event of a hostile bid, such as the ability of the firm to issue vast amounts of shares to friendly investors, thereby greatly reducing the value of shares already bought by the bidder and making the price of buying a controlling stake prohibitively high. Likewise, many firms adopted “staggered boards” in which only some directors (say, one-third of the board) were up for re-election in any given year, making it a long and expensive process for shareholders to vote in a board favourably inclined to a bidder.

However, shareholder activists have in recent years had great success in getting poison pills and other defences against hostile takeovers removed. Proposals to scrap poison pills became a regular feature on annual proxy votes, often garnering the support of enough shareholders to make a difference. According to the Citigroup report, in 2002 some 300 of the companies in the S&P 500 index—in other words, 60% of them—had a poison pill, and 302 had a staggered board. As of July 31st 2009 this had fallen to 94 poison pills (19%) and 164 staggered boards (33%).

Low share prices make lots of firms look more attractive as targets than they have been for many years

In the aftermath of the economic crisis, low share prices make lots of firms look more attractive as targets than they have been for many years, while the removal of defences makes it increasingly hard to resist a hostile offer. That is why the Citigroup report argues that firms should

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try harder to make themselves less attractive as targets by, say, doing the sort of restructuring that an acquirer might do, or even reintroducing shareholder defences.

Various academic studies have found that anti-takeover defences seem to pay. The premium of the purchase price over the share price before the bid is higher on average when the target has a poison pill or staggered board than when it does not. Having an anti-takeover defence can allow managers to extract a higher price from a bidder.

It remains to be seen whether this wave of hostile bids will turn out any better than those in the 1980s. Many of them ended up in bankruptcy, although their overall effect was to make the economy more efficient, as relatively unproductive firms were taken over and reorganised.

Well matched

Oil firms have started buying each other again

When the going gets tough, the solvent get buying. That, roughly, was the philosophy of the titans of the oil industry last time the price of their product plummeted, in the late 1990s. Hunting for oil had become less profitable thanks to the falling price, whereas preying on rivals had become easier, thanks to plunging share prices. Thus Exxon Mobil, Chevron Texaco, BP Amoco and TotalFinaElf were born. So when Suncor and Petro-Canada, two big Canadian oil firms, announced a C $19.3 billion ($15.8 billion) merger on March 23rd, the industry’s biggest since 2006, speculation mounted that another wave of deals might be imminent.

Suncor and Petro-Canada say the merger will help them withstand the trying times. The bosses of the two firms think they can save C $300m a year on operating costs and C$1 billion a year in capital expenditure. These savings are possible thanks chiefly to the two firms’ complementary investments in Canada’s tar sands, where oil is found in a particularly impure and viscous form, requiring a lot of expensive processing. The two firms plan to share pipelines and other infrastructure at existing facilities and future ones.

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The two companies also hope their merger will help reduce inflation in the oil-sands region, which took off amid a mad rush to develop new projects when the oil price was high. Petro-Canada recently delayed a development called Fort Hills after the projected cost rose from C$14 billion to C$25 billion in just over a year. It believes the merger will help reduce the bill again by dampening competition for scarce labour and equipment.

Tar-sands operations are a natural focus for consolidation. They are expensive to run and so are more exposed to the falling oil price. At the very least, tar-sands firms will struggle to finance expansions with the oil price so low. But Canada’s tar sands remain an attractive investment because they provide long-lived reserves in a stable country—a rarity in the oil business these days. That is why Total (as it is now known) recently offered to buy UTS Energy, a tiddler that is one of PetroCanada’s partners in the Fort Hills project.

Much the same logic applies to takeovers of coal-bed methane firms, which extract natural gas from coal deposits. BG, a British gas firm, has just succeeded in buying an Australian coal-bed methane firm, Pure Energy Resources, for A$1 billion ($729m). Last year it spent A$6 billion on another, Queensland Gas. ConocoPhillips and Royal Dutch Shell have also made recent investments in coal-bed methane.

Indeed, over 40% of takeovers in the oil and gas business last year involved “unconventional” resources such as tar sands and coal-bed methane, according to Chris Sheehan of IHS Herold, a research firm. He expects more such deals this year, as the industry’s giants snap up unconventional reserves that their smaller, cash-strapped owners cannot afford to develop.

But Mr Sheehan does not expect the giants of the industry to snap one another up, as they did in the blockbusting deals of the 1990s. For one thing, they are already so big that further mergers would raise competition concerns. Moreover, with the exception of Exxon Mobil, which has tens of billions stashed away, they would struggle to raise the money. Instead, middling firms are likely to be the main targets. Rumours are rife, for example, of an imminent bid for Santos, an Australian firm with several liquefied natural gas projects in the works. And the Western oil majors are not the only buyers on the prowl: in recent years state-owned oil firms from countries such as China and India have become much more acquisitive.

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В 1-м полугодии российский рынок слияний и поглощений упал в 2 раза

Ёмкость российского рынка слияний и поглощений (M&A) по итогам 1-го полугодия составила 46,16 млрд долл по сумме 314 сделок, в т.ч. 174 - с переходом контроля от одного собственника к другому на сумму в 18,55 млрд долл и 140 - без перехода контроля над объектом сделки на 27,51 млрд долл.

Опубликован: 13.07.2009 17:35

Правительство поддержит «Сургутнефтегаз» в рамках его сделки с Mol

Правительство России будет всячески поддерживать ОАО «Сургутнефтегаз» в рамках его сделки по приобретению пакета акций венгерской Mol, заявил вице-премьер правительства России Игорь Сечин.

Опубликован: 22.06.2009 19:09

Россия переживает период сильного сокращения объемов синдицированных кредитов в противоположность ситуации, сложившейся в других государствах из группы БРИК (Бразилия,

Россия, Индия, Китай), пишет The Financial Times.

"Слияния и поглощения были двигателями объемов кредитования в России в 2006-2008 годах, но с сокращением сделок M&A я не прогнозирую необходимости в увеличении кредитования до 2010 года и далее, когда те кредиты нужно будет погашать", - отмечает Эдриан Уокер, работающий в группе синдицированного кредитования emerging markets Credit Suisse.

PricewaterhouseCoopers:доля слияний и поглощений в среднем бизнесе РФ в 2008 и в первой половине 2009 года уверенно росла в общем объеме сделок

В 2007 году она составила 18 проц, в 2008 - 31 проц, а в первой половине 2009 года - 36 проц. Об этом говорится в исследовании "Устойчивое развитие в перспективе: слияния и поглощения в сегменте среднего бизнеса в России в 2008 году и в

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п е р в о й п о л о в и н е 2 0 0 9 г о д а " , п о д г о т о в л е н н о м

PricewaterhouseCoopers.

1.German auto maker Daimler AG and the partnership of France’s Renault SA and Nissan Motor Co. of Japan are expected to announce an alliance as soon as Wednesday that involves cooperation on small cars and cross-shareholding among the three companies, a person familiar with the matter said.

2.Conditions are improving for airline mergers. Credit markets are open again to carriers, as a recent round of capital-raising illustrates. A United-Us Airways combination would be nearly as large as Delta in terms of traffic and could lead to major cost saving and revenue synergies.

3.“We are seeing M&A activity pick up in a number of industries and geographies. Consumer products, insurance, natural resources and real estate have been active sectors,” said Jeffrey Kaplan, global head of mergers and acquisitions at Bank of America.

4.Rusal, which listed on the Hong Kong stock exchange in January, reported a full-year net profit of $821 million for 2009, compared with a 2008 loss of $5.95 billion.

5.Publicly traded companies in China are starting to report their thirdquarter results, and analysts have been rapidly marking up their forecasts. Overall earnings growth for listed companies is now expected to reach 12.9% for 2009, when just a few months ago the consensus forecast was for a gain of about 5%.

6.Audi, a publicly traded unit of Volkswagen AG, is ahead of its rivals in China, and thinks sales in China could overtake its sales in Germany this year. But it lags behind in the U.S., a major market for both BMW and Mercedes. Both its rivals are also expecting demand in China and the U.S. to drive the industry’s recovery after a gloomy 2009.

7.Mobile handset makers Nokia Corp. and Sony Ericsson are hoping that their new high-end products over the holiday season will help lift profit margins amid intensifying competition.

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8.Sony Ericsson’s market share has fallen over the past year, while Nokia’s share of the handset market has remained largely flat. An increasing part of the market has been taken over by South Korean rivals Samsung and LG Electronics Inc.

9.For the second year running, EU firms outpaced their US counterparts in growth in research and development spending, according to a new scoreboard published by the European Commission on Monday. But the scoreboard also highlights the diverging nature of R&D spending on both sides of the Atlantic, with the U.S. clearly leading the way in higher-intensity R&D sectors such as biotechnology, while the EU is more dominant in medium-intensity sectors such as automobiles.

10.China remains a land of opportunity. As the crisis forces multinationals elsewhere to restructure and downsize, higher-end manufacturing, R&D and other activities may be shifted to China. M&A is also booming. Global firms with large cash reserves are actively searching for Chinese firms that were unavailable for sale or were too expensive just a few months ago.

Exercise 6

Translate the following into Russian.

Mergers and acquisitions, takeover deal, hostile, to raise capital, poison pill, target company, buying spree, cross-border mergers, to trigger further consolidations, to seek expansion opportunities, to swallow, to form strategic alliances.

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