并购及案例的分析全英文版.docx

一、About M&A

Merger: combination of two or more corporations. Acquisition: the act of contracting or assuming or acquiring possession of something.

Merger refers to an enterprise to take various forms for receiving the property rights of other enterprises, so that the merged party lost the qualifications of a legal person or legal entity economic behavior change.

Acquisition refers to an enterprise can through the purchase of shares of listed companies and the companies operating decisions change behavior

In my opinion, merger is one commercial company could totally control the other company. acquisition is one commercial company own the other company.

二、Case：TCL mergers Thomson Background information:

1.TCL:TCL Group Co., Ltd. was founded in 1981, is one of the

consumer electronics business groups worldwide scale, forming a multi-media, telecommunications, home appliances,

and parts of the four industry groups, as well as real estate and investment business, logistics and services business group .

2. Thomson: Thomson is France's largest state-owned enterprises, is the world's fourth-largest consumer electronics maker, has four main business direction: content and networking, consumer products, components, patent licensing.

About case: TCL mergers Thomson

progress: July 29, 2004, TCL and France's Thomson jointly funded 470 million euros, of which one hundred million euros

TTE

TCL invested 3.149million euros hold 67% shares

Thomson invested 155.1 million euros hold 33% shares

TCL3.149 investment accounted for 67% of shares, Thomson invested 155.1 million euros held by 33% of the shares, the establishment of TCL- Thomson Electronics Limited, referred TTE company.

Result:

By the end of 2004, the European business losses only a few

hundred million yuan; by the end of 2005, a loss of 550 million yuan in Europe; the first half of 2006, TCL European business losses rose to 700 million yuan; and 2006 end of 9, TCL in Europe investment accumulated losses reached 203 million euros (about 2.034 billion yuan). TTE Europe's "accumulated losses" has exceeded 3.345 billion yuan, TCL Multimedia in the European business restructuring and contraction of the overall cost more than expected

By the end of 2004, Europe leads the global TV market, quickly turned to flat-panel TV from CRT TV. European integration has not been good company reacted too slowly, TCL is still a lot of factories around the CRT TV production. When the merger allows Thomson TCL promising more than 10,000 TV 3,4 patents, did not help that much, because they are basically traditional CRT TV. Until 2005, TCL flat-panel TVs began large-scale supply of the market, this time, competitors

have