英国留学生essay帮写节选

stile acquisitions”, which is a restrict way to control “correct managerial failure”. The hostile acquire for the companies who have bad performance and change the management of poor performance. (Morck et al. 1988, Bhide 1989, Martin and McConnell 1991) A lot of “hostile acquisitions” happened in US, for example Hasbrouck (1985), Palepu (1986), Morck et al. (1989), and Mitchell and Lehn (1990) which indicates that the companies who take M&A were friendly. However, some people did not believed the “hostile acquisition” in UK, for instance, Franks and Mayer (1996). But more and more people who had studied the factors said “hostile acquisitions” was not the private aims. (Ravenscraft and Scherer 1987, Martin and McConnell 1991, Schwert 2000) The debate may caused by the bargain in the process of acquisition (Schwert, 2000) and some directors said that it may not be the long-term strategy to be taken over. (资料1p10)<BR>4.4 The methods of M&A and Choice of payment<BR>With the development of finance, there are many methods of M&A, now I will introduce the main methods of M&A. (1) share acquisition agreement, the acquisition negotiate with the shareholders of the target company, exclude by means of buying stocks from stock exchange, and sign an agreement to acquire the target company’ shares in order to control the target company. It is often very friendly. (2) Tender offer, the acquisition company send an open offer to the shareholders of the target company, then control the target company , this is the majors methods to acquire the company. It  is fully market-oriented norm of the acquisition mode , and can protect all shareholders, especially small and medium-sized share holders.(3) Asset replacement, the controlling shareholders of the listed companies use the quality assets or cash replace the sluggish assets of listed companies, or use the main business asset replace the non-main business assets, including the replacement assets as a whole and some form of asset replacement. After the replacement of assets ,the company will be able to adjust the industrial structure, the assets will improve. (4) Directed additional shares, non-public offering, issue the shares to the oriented investors, then control the target company. (5)Stock Repurchase, the company repurchase the shares which are issued in the stock exchange by some ways.(6) Debt restructuring, the Creditors change his claims to the shares of the company. <BR>There are many ways of payment, the way of the payments have the trend of diversification.(1)Cash payment, the acquirers buy the assets or shares of the target company by a certain amount of cash. This is the most commonly used methods payment, it is a direct, simple, rapid way of payment. (2) stock payment, the acquisition of the company by a certain percentage of the target company's equity shares for the cost, then the termination of the target company become a subsidiary of the acquired company. (3) Leveraged to pay, the acquired company use the target company's assets or future cash receipts as collateral to loans from financial institutions, and then acquire the target company's loan payment. So it require the target company has enough cash flow. (4)mixture payment, the acquired company use some methods to pay , such as cash, stocks bonds. <BR>   We know the payment is a very crucial aspect in the M&A.A reasonable payment options is not only related to the success of the mergers and acquisitions, it also relate to the income of both parties. So we also consider the factors of the payments. The main factors are as follow: <BR>   Mobility, if the asset of the company is more mobility, the company can collect money more easy, so the company may use the cash payment, it may decrease the cost of the mergers and acquisitions , the company also have more ways to collect money, so the mobility is