if 1+1>2, M & A; if 1+1>1, spin off
-georges(L乔);
2008-9-16(#449@52)
" if 1+1>1, spin off "? what does this suppose to mean?
-cosmoyx(My way);
2008-9-16(#503@52)
Good to know! so after the spin-off, that line of business / division becomes a seperate legal entity?
-specialday(Joyce);
2008-9-16(#460@52)
Right. to give you two famous examples, Nortel was a spin-off from Bell Canada, and Tim Horton was a spin-off from Wendy's
-georges(L乔);
2008-9-16(#473@52)
Our company actually spinned off from the parent company 4 yrs ago. Interesting.
-buickregal(Motion);
2008-9-16(#461@52)
A quick question: what's the difference btw Spin-off & Split-off?
-cosmoyx(My way);
2008-9-16(#474@52)
Spin-off: shareholders of parent receive proportional numbers of new entity's share.
Split-off: shareholders of parent receive share of new entity in exchange of their shares of the parent.If my memory is trustable.
-toysrus(数独精);
2008-9-16{26}(#476@52)
Could you kindly elaborate more?For Split-off, you mean the New Entity had shares of the parent? if this is a new entity, how possible?
-cosmoyx(My way);
2008-9-16{103}(#479@52)
The Macdonald case you posted involves class A, B shares, didn't that complicate the solution? The case I made up is quite straightforward, right?
-cosmoyx(My way);
2008-9-16(#514@52)
Answer: toysrus(数独精) owns 100 shares of the Parent and specialday (Joyce) owns 100 shares of the Daughter。Specialday (Joyce) got kicked out of Rolia会计论坛by toysrus (数独精) and became the BanZhu (major shareholder) of Roila金融论坛。
-specialday(Joyce);
2008-9-17(#525@52)
Split off: after the reorg, each shareholder holds 100% their company respectively (new company, set up to hold assets), and the fair market value of each company is proportionate to the FMV of their shareholding before split-off.Spin off: after reorg, each shareholder holds the same % of shares in the new company(ies); Ie: the composition of the shareholders remain the same (in the absence of other reorg activities.)
Due to the characteristics of these 2 types of reorg, it's not hard to figure out that split off is often used in reorg of closely held companies (a typical situation is when shareholders want to split the assets and go their own way), whereas spin-off is more often used in public held company.
-letempsdescerises(混世俗人);
2008-9-23{491}(#662@52)
don't forget another important incentive: to raise fund for the main business. examples include GM was about to spin off GMAC, AIG may have to spin off American General.
-jlin2(大林和小林);
2008-9-16(#492@52)
that's one factor affecting spin-off strategies: sale of assets or tax deferred spin-off
-sannin99(雷蒙咨询);
2008-9-16(#500@52)