Definition

Merger (Ro.: Fuziune, De.: Fusion, Fr.: Fusion) (See also: takeover, amalgamation, fusion, acquisition) = a corporate strategy which consists of combining two or more corporations, LLCs, or other business entities, generally done by exchange of the pre-merger shares for the stock of the new company. It is used to develop the financial and operational strengths of the companies. It is a term generally used in corporate law, in the domain of mergers and acquisitions (M&A). 

There are several types of mergers: horizontal mergers, which happen between two companies in the same industry; vertical mergers - between two companies in the same industry value chain; concentric mergers happen between two corporations in similar industries; conglomerate mergers occur between two diversified companies that share management to develop their strengths.

Useful resources

Legislation

http://eur-lex.europa.eu/legal-content/EN/ALL/?uri=CELEX:32004R0139 – The EC Merger Regulation [English]

http://ec.europa.eu/competition/mergers/legislation/merger_compilation.pdf - Rules applicable to Merger Control, European Commission [English]

http://legeaz.net/PdfDoc/legea-31-1990-actualizata.pdf - Romanian law [Romanian]

Organisations and associations

www.apmaa.com - The Association of Professional Merger & Acquisition Advisors

http://www.imap.com/ - Global Mergers & Acquisitions Advisory

http://www.amaaonline.com/ - Alliance of Merger and Acquisition Advisors

Online publications

http://ec.europa.eu/internal_market/company/docs/mergers/131007_study-cross-border-merger-directive_en.pdf  - Study on the Application of the Cross-border Merger Directive, 2013

http://abx.sagepub.com/content/59/1/55.short?rss=1&ssource=mfr - Kovacic, William; Mavroidis, Petros; Neven, Damien, 2014, Merger Control Procedures and Institutions: A Comparison of EU and U.S. Practice

http://repository.law.umich.edu/cgi/viewcontent.cgi?article=1127&context=articles – Crane, Daniel, 2011, Rethinking Merger Efficiencies

http://scholarship.law.stjohns.edu/cgi/viewcontent.cgi?article=1430&context=lawreview – Kauper, Thomas, 2012, Merger Control in the United States and the European Union: Some Observations

Publications

Wigger, Angela; Buch-Hansen, Hubert, 2011, The politics of European competition regulations. A critical political economy perspective, Routledge

Marks, Kenneth; Slee, Robert; Blees, Christian, Nall, Michael, 2012, Middle Market M&A Handbook for Investment Banking and Business Consulting, Wiley Finance

Melle, Chris; Evans, Frank, 2010, Valuation for M&A: Building Value in Private Companies, Wiley and Sons, Inc

Frankel, Michael, 2011, Mergers and Acquisitions Basics: The Key Steps of Acquisitions, Divestitures, and Investments, John Wiley & Sons

Miller, Edwin, 2008, Mergers and Acquisitions: A Step-by-Step Legal and Practical Guide, John Wiley & Sons

Foster Reed, Stanley; Reed Lajoux, Alexandra; Nesvold, Peter, 2007, The Art of M&A, McGraw Hill

 

By Georgiana Caramihai