A report on Merger, Joint Venture and Strategic Alliance…… Submitted By Chiranjit Bardhan (sec-C) Gourab Deb (sec-B) Gaurav Chettri (sec-A) Joy Saha (sec-A) Koushik Das (sec A) Partha Bhowmik (sec C) Rajat Pal (sec-A) Tamnoy Saha (sec-C) An Introduction Topics With Merger Joint Venture & Strategic Alliance Presented By Gourab Deb Sec – B Roll - 17 What is Merger ? Merger is an absorption of one or more companies by a single existing company.“ i.e. America West + US Airways What is Joint Venture ? A joint venture is typically a business agreement between two or more businesses for the purpose of a mutually beneficial sales transaction for a product or service. Each party will combine resources and agree upon a shared percentage of the profits or a fee. i.e. What is Strategic alliance Agreement for cooperation among two or more independent firms to work together toward common objectives. Unlike in a joint venture, firms in a strategic alliance do not form a new entity to further their aims but collaborate while remaining apart and distinct Merger : A merger is when two companies come together to form a single company. They combine their respective resources. Sometimes there are losses of jobs, but not all. Those decisions are specified in the merger contract well in advance of the deal. Basic Difference Joint Venture: is when two or more companies make an agreement to do business in one specific area. They can share the insurance, and liability costs and produce higher profits. It is usually a short lived collaboration. Strategic Alliance: It covers a variety of flexible cooperative arrangement between organizations, from fluid short term cooperation to long term formal agreements. In strategic alliance partners remain independent even after forming the alliance, both share alliance management and benefits and both contribute to the alliance on continuing basis. Described BY Joy Saha Koushik Das Tanmoy Saha ‘MERGER’ ‘MERGER’ RELIANCE POWER : the company was incorporated in January 1995 as Bhawana Power Private Limited and changed its name to Reliance Delhi Power Private Limited in February 1995.Its change its name to Reliance E-Gen Private Limited in January 2004,Reliance Energy Generation Limited in March 2004 and to Reliance Power Limited in 2007.This company was established to develop, construct, and operate power project in domestic and international market. Reliance Natural Resource Limited (RNRL): RNRL is an Indian energy company involved in sourcing supply and transportation of gas coal and liquid fuels. The company was incorporated on 24 march 2000and went public on 25th July 2005. Reasons for merger Reliance power will retain the assets and people of RNRL To increase revenue. To increase market share. How they make merger RNRL merged with reliance power in more than 50000cr. to the stock deal. BOD of both the companies exchange ratio of one equity share of reliance power for every four share of RNRL. Benefits This merger accelerates the implementation of Reliance power plants for creating more than 8000 MW gas based power generation capacity. Because of merger Anil Dhiruvai Ambani Group’s (ADAG) net worth going to 64000cr, cash flow of Rs.13000cr and net profit of 8400cr. Reliance Power and its share holders including Reliance infrastructure limited will drive substantial benefit by this merger. It envisages reliability and cost efficiency for fuel supplies through RNRL’s coal supply logistics and shipping business. RNRL net worth of 1900cr leading to an increase in Reliance Power net worth to more than 16000cr & a significant further enhancement of the Reliance Power’s overall growth prospects. Some disadvantages of this merger can be Job loss of some of the workers because of corporate restructuring and making the merged entity a lean organization. This may lead some sorts of fear and eventually decline the morale and motivation of the workers and can incorporate fear factor. The ratio that was approved by the board of directors as swap ratio may not be appropriate for every section of the ordinary shareholders. ****** + _ Presented By……… Koushik Das Sec – A Roll - 26 Tech Mahindra serves telecom service providers , equipment manufactures & software system. Tech Mahindra is leading particular IT skill and expertise enable clients to maximize returns on their IT investment. Satyam is a Information Technology Software Development Services, Systems Integration, Product Development, Electronic Commerce and Consulting. The company also offers Network enabled services and online information services. Mahindra satyam is a leading global business and information technology services company .The company professionals excel in enterprise solution & client relationship management. Key highlight of the merger The merger of tech Mahindra & Mahindra Satyam (Saytam computer service) is largely seen as a positive deal by analysis considering that the combined entity will become sixth largest software services provider and will have a balanced revenue mix as it would client concentration. The exchange ratio recommended by the values & approved by both the bonds is 2 share of tech Mahindra(face value of RS.10 each)for every 17 share of Mahindra Satyam (face value of Rs2 each) The swap ratio for the merger is decided at two shares of Tech Mahindra for seventeen shares of Mahindra Satyam. Benefits of The main benefit in this merger will half propel the combined entity in to top tier of Indian software & services companies. Another good thing that will benefit Tech Mahindra is that at least the interests of both the companies will be aligned, team is one and they can think of creating much bigger company. They will have about 17,000cr of market cap, making it the 5th largest company. I am sure they will be targeting to enter the top 3 bracket. Factors which could impact the industry Increase business/sales activities by understanding your competitors’ businesses better Recognize potential partnerships and suppliers Obtain yearly profitability figures ……………….. Maruti Suzuki India Limited is a subsidiary of Suzuki Motor Corporation of Japan. Maruti Suzuki is a leading manufacturer of passenger vehicles in India. Lovingly referred to as the people's car maker; over the past three decades Maruti Suzuki has changed the way people in India commute and travel. Suzuki Powertrain India Ltd Suzuki Powertrain India Limited is a joint venture of Maruti Suzuki with Suzuki Motor Corporation, Japan at Manesar. It manufactures world class diesel engines and transmissions for cars. This diesel engine plant has a capacity to manufacture 300,000 diesel engines a year. In a move that will bring all diesel engine manufacturing facilities of Maruti Suzuki India Ltd (MSIL) under a single management, the country’s largest auto maker on approved a proposal to merge group unit Suzuki Powertrain India Ltd with itself. Market Scenario Benefits…… * After the merger, Japan’s Suzuki Motor Corp’s stake in MSIL will go up to 56.2 per cent from the current 54.2 per cent. The merger will be effected through a share swap. * MSIL will be able to bring its entire diesel engine capacity under a single management control. Disadvantages…… Clashes of culture between different types of businesses can occur, reducing the effectiveness of the integration. May need to make some workers redundant, especially at management levels - this may have an effect on motivation. May be a conflict of objectives between different businesses, meaning decisions are more difficult to make and causing disruption in the running of the business. >>>>*<<< Chiranjeet Bardhan Rajat Pal Partha Bhowmik Presented By…………… Chiranjit Bardhan Sec – C Roll - 10 Sony company founded in 7 may 1946, it is a Japanese company. One of the leading manufacturers of electronics, video, communications, gaming consoles and information technology products for the consumer and professional markets, which developed the company into one of the world's richest companies. It ranked 87th on the 2012 list of Fortune global. Ericsson company founded in 1876 as a telegraph equipment repair shop, it was incorporated on August 18, 1918. Today, Ericsson is a leading provider of communications equipment and related professional services and multimedia solutions to operators of mobile and fixed networks worldwide. Like most of the telecommunications industry, LM Ericsson suffered heavy losses after the telecommunications crash in the year 2000. Sony Ericsson is a joint venture established in 2001 by the Japanese consumer electronics company Sony Corporation and the Swedish telecommunications company Ericsson to make mobile phones. Sony was having 47% of market share and ericsson was having 53% while starting their joint venture. Reasons for forming a Joint Venture Internal reasons Build on company's strengths Spreading costs and risks Improving access to financial resources Economies of scale and advantages of size Access to new technologies and customers Access to newer managerial practices Strategic Goal Synergies Transfer of technology Diversification Competitive goals Influencing structural evolution of the industry Pre-empting competition Defensive response to blurring industry boundaries Creation of stronger competitive units Speed to market Improved agility Benefits and Opportunities Of Existing Knowledge of Target Market which is consumers in the age group of 15-40. Creation & Innovation of Fantastic Products Most attractive & innovative Global Brand Untapped Markets- such as Rural markets More Demand for luxury products from high end user Disadvantages and Threats of Low effective Distribution Channels. Less importance given to Promotional activities. Competition from other small players in the market such as Nokia, Samsung, Motorola etc. Entry of new competitors. Change in technology such as introduction of ‘iPhone’ by Apple ------------- PRESENTED BYRAJAT PAL SECTION-A No:41 Roll- MARKET SITUATION Before 1980 Indian government did not allow foreign companies to enter into domestic market. Because it could give a tough competition to the Indian companies. But after 1980 Indian Government started allow the foreign companies to do business in Indian market through joint ventures. HERO is a basically cycle manufacturer company. It was established in 1956 in Ludhiana, Punjab. HERO is the largest by-cycle manufacturer in the world. It manufactures over 16000 bicycles in a day. HONDA Motor company was established in the month of September on 1948. It is a Japanese company. The total capital of HONDA is ¥86 billion(March 31,2012). Why HONDA had selected HERO Because of the following reason HONDA selected HERO for the joint venture- *HERO had a large and very good distribution channel. *HERO had a very good and reliable image. *HERO was experienced in handling large volume of production. ABOUT THE CONTRACT * HONDA and HERO enter into the contract for joint venture in june,1984 and formed a new company named HERO HONDA. * According to the contract HONDA will provide technical facilities with research and development. * HONDA agreed to give $ 500,000 and royalty in SP. * Both HERO & HONDA held 26% equity with other 26% are rest of the shares are sold to the financial institutions. sold to the public and HERO HONDA had grown continuously and became the largest two-wheeler manufacturer company in the world with annual sales volume over2 million motorcycles. • HEROHONDA had 5000 outlets. • HEROHONDA Splendor was the largest selling motorcycle brand. Reasons for success Reliability on HERO. Better fuel efficiency. Comparatively low price. Individual dignity and teamwork. Absence of major competitors in the market initially. FAILURE OF THE JOINT VENTURE After the successful partnership of 26 years they broke up. HONDA sold their 26% shares to HERO Group and after that it has become HERO MOTOCORP. REASONS a)Companies preferred the freedom of making their own decisions. b)Higher royality for HONDA. It was increased to 2-3 % of sales and it would grow up to 8%. CONCLUSIO N As a result of joint venture between HERO and HONDA both the company has gained capacity and expertise. It helped HERO to enter in the automobile sector and to gain technology. And in case of HONDA they have got chance the chance to enter and establish their brand name in the Indian market. Due to the different culture and management styles result in poor integration and co-operation. Presented by. Partha Bhowmik Sec – C Roll – 36 Sunil Bharti Mittal Chairman and Managing Director of Bharti Group Bharti Enterprises Bharti Enterprises is one of India’s leading business groups with interests in telecom, agri-business, financial services and retail. Bharti Airtel Bharti Teletech Telecom Seychelles Comviva Technologies Ltd Field Fresh Foods Pvt. Ltd Bharti Retail Bharti AXA General Insurance Bharti AXA Life Insurance Bharti AXA Investment Managers Centum Learning Limited Jersey Airtel Guernsey Airtel Bharti Foundation Bharti Realty Bharti Infratel AXA S.A. is a French global insurance group headquartered in the 8th arrondissement of Paris. The AXA group of companies engage in life, health and other forms of insurance, as well as investment management. The group operates primarily in Western Europe, North America, the Asia Pacific region, and the Middle East. The AXA Group encompasses five operating business segments: Life & Savings, Property & Casualty, International Insurance (including reinsurance), Asset Management and Other Financial Services. It ranks as the 9th largest company in the world (based on revenue) on the 2010 Fortune Global Bharti AXA Life Insurance is a joint venture between Bharti, one of India’s leading business groups with interests in telecom, agriculture business & retail, and AXA, world leader in financial protection and wealth management. The joint venture company has a 74% stake from Bharti and 26% stake of AXA. Bharti AXA Life Insurance Company Limited started operations in Dec. 2006 Bharti AXA Life is one of the newest and fastest growing life insurance companies in the country. Bharti AXA A trusted brand name A trusted brand name All India presence Global presence Largest in the telecom Largest in the insurance industry Strong financial base industry (in terms of revenue) Strong financial base Benefits & Opportunities for Integrated approach to seek innovative solutions Policies for various age and economic groups International expertise of AXA group Strong Marketing Campaign The joint venture has a 74% stake from Bharti and 26% stake from AXA Asia Pacific Holdings Ltd Bharti enterprise serves over 110 million customers Growing rural market Earning Urban Youth Disadvantages & Threats for Less penetration in rural India Small agent base Insurance companies have a poor image when it comes to payment of dues Entry of new NBFCs in the sector ***** Strategic Alliance STRATEGIC ALLIANCE Presented by Gaurav Chettri Sec – A Roll - 19 Nokia is one of the world’s biggest manufacturers of mobile phone. Nokia was born in 1895.The company got its name from the river Nokianvirta. In 1990 Nokia started making military and marketable mobile radio communications. Together with Salora Oy, Nokia created the first VHF radio in 1964. In 1992 Nokia first introduced, the Nokia 1011,its first GSM handset. Two years later the company first introduced their Nokia tune.Nokia’s first 3G phone, the Nokia 6650 was launched in 2002. Microsoft Corporation is an American multinational corporation headquartered in Redmond, Washington. The company was founded by Bill Gates and Paul Allen on April 4 1975.Microsoft is the world’s largest most valuable companies. Microsoft was establish to develop and sell BASIC interpreters for the Altair 8800.It rose to dominate the personal computer operating system market with MSDOS in the mid 1980s. Nokia and Microsoft plan a "third ecosystem," an alliance that touches all parts of the mobile phone business. Microsoft and Nokia announced a broad mobile phone partnership today that joins two powerful but lagging companies into mutually reliant allies in the mobile phone market. As expected, Nokia plans to use Microsoft's Windows Phone 7 operating system as part of a plan to recover from competitive failings detailed in Nokia Chief Executive Stephen Elop's "burning platform" memo. But it's deeper than just an agreement to install the OS on Nokia's phones. Instead, the companies call it an attempt to build a "third ecosystem, acknowledging that competing with Apple's i-OS and Google's Android involves a partnership that must encompass phones, developers, mobile services, partnerships with carriers, and app stores to distribute software. REASONS FOR STRATEGIC ALLIANCE * .Great Usability- Microsoft tiles are even more simpler to set up and use and they put the information that’s most needed by users right where you need it. * .Office- Dealing with proper work documents on a mobile device has always been the source of a lot of pain for users. * .Media Center-Windows Phone does a great job of bringing together your media in an attractive and user friendly way. * Mobile Mail-Windows mobile are providing MS as your mobile device operating system. Many peoples are dependent on connecting to a Microsoft Exchange Server, etc. There are many specific advantages of a global strategic alliance like Gain new skills and technology. Develop new products at a profit. Share fixed costs and resources. Enlarge your distribution channels. Broaden your business and political contact base. Gain greater knowledge of international customs and culture. Enhance your image in the world marketplace. Disadvantages of the Global Strategic Alliance Like, Weaker management involvement or less equity stake. Fear of market insulation due to local partner's presence. Less efficient communication. Poor resource allocation. Difficult to keep objectives on target over time. Loss of control over such important issues as product quality, operating costs, employees, etc.