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Unit 1: Acquisition of Business




                                                                                                notes

             Did u know?  Net assets are calculated by taking the difference of assets taken over and
             liabilities taken over.

          self assessment

          Fill in the blanks:
          1.   Purchase price of a business is called ……………..

          2.   Purchasing company is ……… with purchase consideration in the books of vendor.
          3.   Purchase consideration is determined on the basis of ……………..
          4.   Total of Real Assets – External liability = …………………..
          5.   All the assets are transferred to………….. by the vendor company.


             

              Caselet   Hindalco’s acquisition of novelis

                  he  case  discusses  the  acquisition  of  US-Canadian  aluminium  company  Novelis
                  by India-based Hindalco Industries Limited (Hindalco), a part of Aditya Vikram
             TBirla Group of Companies, in May 2007. The case explains the acquisition deal in
             detail and highlights the benefits of the deal for both the companies. It also examines the
             valuation of the acquisition deal and how the deal was financed. The case concludes by
             describing the challenges that Hindalco would face in integrating the operations of Novelis
             and analysing if the deal was overvalued as opined by some industry experts.

             the Deal
             Hindalco acquired Novelis through its wholly owned subsidiary AV Metals on February
             10, 2007. AV Metals purchased 100 percent of the issued and outstanding common shares
             of Novelis at US$ 44.93 per share, amounting to US$ 3.6 billion. Hindalco paid a premium
             of 16.6 percent on the closing price of Novelis’ stock. Apart from equity purchase, Hindalco
             also acquired Novelis’ debts to the tune of US$ 2.4 billion.
             After the deal was signed for the acquisition of Novelis, Hindalco’s management issued
             press releases claiming that the acquisition would further internationalise its operations
             and  increase  the  company’s  global  presence.  By  acquiring  Novelis,  Hindalco  aimed  to
             achieve its long-held ambition of becoming the world’s leading producer of aluminium flat
             rolled products. Hindalco had developed long-term strategies for expanding its operations
             globally and this acquisition was a part of it. Novelis was the leader in producing rolled
             products  in  the  Asia-Pacific,  Europe,  and  South  America  and  was  the  second  largest
             company  in  North  America  in  aluminium  recycling,  metal  solidification  and  in  rolling
             technologies worldwide.
             the pitfalls
             Though the Hindalco-Novelis merger had many synergies, some analysts raised the issue
             of valuation of the deal as Novelis was not a profit-making company and had a debt of
             US$ 2.4 billion. They opined that the acquisition deal was over-valued as the valuation was
             done on Novelis’ financials for the year 2005 and not on the financials of 2006 in which the
             company had reported losses (Refer to Exhibit IX for Novelis P&L statements and balance
             sheets). They said that Hindalco might have to collect a huge amount of resources to revive
             and restructure Novelis.
          Source: http://www.icmrindia.org/casestudies/catalogue/Business%20Strategy/BSTR265.htm


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