Historically
demergers have enhanced shareholder value. Whether it is the
demerger of Reliance Industries or Larsen and Toubro, which
hived off cement division, or demerger of Godrej Soap into
Godrej Consumer and Godrej Industries, investors have benefited
hugely as the demerged entities have created substantial wealth.The
London School Economics in a study of 38 demergers found that
demergers are beneficial to shareholders both at the time
of the announcement and after a span of two years. In India,
the demergers of two giant corporates, for example, Larsen
and Toubro (L&T) Ltd. and Reliance Industries Ltd. (RIL),
proved to be successful demergers that benefited shareholders
immensely. The compelling reasons for demergers and the proactive
measures which lead to enhanced market value are discussed
through these illustrations.
Demerger
is a process of corporate restructuring in which a single
or multiple business unit(s) are spun off as a new entity.
Demerger is just the opposite to merger and tends to go in
and out of fashion. When the market prices of shares are rising,
the companies like to use their shares to acquire other companies.
At this juncture, advisors of the company may suggest and
encourage for a merger after taking over the other company.
Whereas in a falling market, mergers and initial public offers
are less popular, and the merchant banks, who normally earn
their fees from corporate activity, start looking at demerger
possibilities of their clients. Demerger is not of recent
origin. In the UK, Argos was spun out from British American
Tobacco in 1990 and Zeneca was spun off from ICI in 1993.
In India, the most prominent demergers in recent times include
the cement division of L&T Ltd., named as Ultratech Cement
Ltd., and the demergers of four entitiesReliance Communication
Ventures Ltd., Reliance Energy Ventures Ltd., Reliance Natural
Resources Ventures Ltd., and Reliance Capital Ventures Ltd.which
spun out from RIL. While the demerger of Ultratech from L&T
seems to be one of L&T's grand strategy to concentrate
more on Infrastructure, Engineering, Energy and Turnkey businesses,
the demergers of RIL were the outcome of ownership settlements
between two siblings (promoters) in RIL.
|