Triangle merger and reorganization. It means that in a transaction, M&A company first establishes a wholly-owned subsidiary, and then merges the target company with the subsidiary. As a shareholder of the target company, at least 50% of the consideration is the stock of the parent company, and the rest can be cash, bonds or others. Triangle M&A can be divided into two ways: forward triangle and reverse triangle. If the target company is merged by a subsidiary company, it is a positive triangle, the target company is cancelled, its assets and liabilities are merged into the merged company, and the shareholders of the target company turn to hold shares in the merged company. If the subsidiary is merged by the target company, it is an anti-triangle merger, but in this way, due to the restrictions of license, lease, loan guarantee and regulatory requirements, it is necessary to keep the target company.
June 28, 2007 Morning Post reporter Wang Rui
The acquisition of Borg by CIMC (000039), which lasted for more than a year, finally came to an end. Yesterday, CIMC announced that CIMC indirectly acquired 80% of the equity of German Berg Industrial Company. V (hereinafter referred to as "Borg") has been approved by relevant government departments in China, Germany and the Netherlands.
Yesterday, CIMC's announcement also revealed that as of June 26, 2007, CIMC had paid the relevant transaction price, and Borg's equity transfer and handover procedures had been completed.
"Tank equipment has never been done by CIMC before, and Borg's technology in this field can enable CIMC to increase its market share in this field. Make CIMC gain new commercial space and broaden the road of internationalization. " An industry insider said, "If all goes well, canning equipment will become the third largest industry of CIMC after containers and road transport vehicles."
It is understood that Borg was founded in 1937 and is one of the leading suppliers of mainstream road transport vehicles and special static storage tanks in Europe. Last year, in 5438+ 10, CIMC announced that it had established a new company with the two major shareholders of Borg, Mr. PetervanderBurg and Mr. Ceesvander-Burg, respectively, and invested 37.5 million euros and12.5 million euros to acquire Borg wholly. However, this plan was finally abandoned for fear of being investigated by the European Commission.
After the first acquisition failed, CIMC did not give up, and launched a new acquisition plan in June last year, 1 1. A wholly-owned subsidiary of CIMC and one of Borg's shareholders, Mr. PetervanderBurg***, jointly established a new company, acquired Borg at the price of/kloc-0.08 million euros, and divested Borg's tank container assets.
CIMC rose 3.93% to 30.66 yuan yesterday.