MergersandAcquisitionsMergersandAcquisit
Mergers andAcquisitions
Mergers andAcquisitions refers to the aspect of corporate strategy, corporate finance and management dealing with the buying, selling and combining of different companies that can aid, finance, or help a growing company in a given industry grow (21) without having to create another business entity.
In business or economics a merger is a (22) of two companies into one larger company. Such actions are commonly (23) and involve stock swap or cash payment to the target. Stock swap is often used as it allows the shareholders of the two companies to (24) the risk involved in the deal.A、merger can resemble a takeover but result (25) a new company name and in new branding; in some cases, (26) the combination a "merger" rather than an acquisition is done purely for political or marketing reasons.
An acquisition, also known as a takeover or a buyout, is the buying of one company by another.An acquisition may be friendly or hostile. In the (27) case, the companies cooperate in negotiations; in the latter case, the takeover target is (28) to be bought or the target’s board has no prior knowledge of the offer.Acquisition usually refers to a purchase of a smaller firm by a larger one. Sometimes, (29) a smaller firm will acquire management control of a larger or longer established company and keep its name for the combined entity. The acquisition process is very complex, with many dimensions influencing its (30) .
A．formation
B．alliance
C．combination
D．separationAwinningideaAlanRobinsonleftschoolat16ho
A、winning idea
Alan Robinson left school at 16 hoping to make as much money as possible.At first, he worked for his father, who owned several newsagents, shops in London. "I learnt a great deal about running a business from being in a small shop. You find out that every penny matters." Then he took a job as a salesman for a food manufacturer, and a couple of years later he was offered a job by his uncle. "He asked me to manage a chain of bookshops he had in SouthAfrica and taught me everything I know about management."
When he came back toBritain,Alan was offered a job in London as a product development manager with an exciting new clothes company called Naismith’s. He felt immediately at home there. "I found really understood the fashion business and what influences products, so I was able to take the design team’s ideas and turn them into commercially successful products."
One day in the warehouse he noticed a range of sports clothes that had been sent front a manufacturer in New York for the company to look at. "I took the clothes round the office and everyone loved them.At the time, most sports clothes were not very fashionable, so this range was something new." Robinson then tried to persuade his boss to sell these clothes. However, she was happy with the way things were and, feeling disappointed,Alan decided to leave and try to sell them himself.
Robinson went to New York just to talk to the manufacturer. He went with his father and they took￡12,000 from savings to buy stock.Alan says, "We tried for a whole week to get an interview with the manufacturer and he refused us three times.But finally he gave in and he became our main supplier." On his return, Robinson successfully sold the clothes to small fashion and sports shops, and he began to start producing designs of his own.
"Then, I had my big break when I received a phone call from F&G, one of the largest department stores. They had heard about Robinson Sportswear from the trade journals." F&G were looking for good quality spoils clothes to expand their limited range and asked Robinson to produce items especially for them. Over the next three years Rte company became his biggest customer.
Robinson Sportswear now makes profits of ￡2.3m on sales of ￡10m and Robinson himself is worth over ￡21m. "Money doesn’t matter to me--what’s really exciting is making deals.\
Alan found Naismith’s a good place to work because
A、it was the market leader.
B、he knew what would sell well.
C、they trained him as a designer.A．enableB．helpC．stopD．make
A．enable
B．help
C．stop
D．make
{{B}}PARTONE{{/B}}·InthispartoftheListen
{{B}}PART ONE{{/B}}·In this part of the Listening Test you listen to eight short conversations or monologues and choose the best answer to eight questions.·Before you listen, read each question and the three possible answers.·Note all possible answers as you listen for the first time.Do not make an immediate decision.·Do not worry if you do not know the answers. You will hear the recording a second time.·Listen for overall meaning.Do not choose an answer just because you hear the same words in the recording as in the question.·Decide on your final answer only after you have listened for the second time.·For questions 1-8 you will hear eight short recordings.·For each question, mark one letterA,B、orC、for the correct answer.·You will hear the eight recordings twice. Which pie chart shows the market share of Sontec and its competitors
WhatisbusinessBusinessisthehumanactivity
What is business Business is the human activity related to material things. It is necessary for civilization(文明). It is found in all societies, even the simplest ones.Business may include the production of goods: making airplanes, building buildings, and constructing paper boxes are examples of production. It can also provide the financing(融资) for those activities. Lending money, trading stocks(股票)and bonds(债券), selling insurance policies relate to the securing of capital for business activities. Other forms of business include merchandising, which is the selling of products, and providing various services, such as accounting(会计), distributing, and repair.Business, then, is the activity of producing and distributing goods and services.In our study of business, it is necessary to understand the four basic factors of production. These four factors are land, labour, capital and entrepreneurship. What is meant by these four terms In order to produce things, it is necessary to use lanD、Here the term land is used in the most general way. It refers not only to a piece of real estate(不动产) where we might build a factory, but it also means all the raw materials used for production. Some of these raw materials are found on earth’s surface, such as trees, which yield(产出)wood for lumber. Other raw materials are found under the earth’s surface in mines and oil wells, and still other raw materials may be extracted(提取)from the air.All the raw materials for production come from the land, the air and the oceans.Labour refers to the use of mental or physical work(脑力或体力活)to produce goods. Most labour changes raw materials into finished products and then distributes these to buyers. In industrialized countries, labour is generally more mental than physical. For example, in both manufacturing and agriculture, machines accomplish the very tiring physical work than unskilled labourers used to do. In other industries, computer programmed robots(机器人) and other forms of data processing equipment perform many of the jobs which used to require a lot of mental labour. Therefore, to a certain extent, the next factor, capital, can be used to replace labour or reduce the amount of physical and mental labour that humans have to use in order to conduct business.In everyday language, capital means several things. The most general meaning is wealth or money.But it also refers to the equipment that money purchases.As one of the basic factors of production, capital is all of the things that workers use in production and distribution. It includes their tools, machines, and buildings such as factories and warehouses where goods are produced and storeD、Capital, therefore, refers to anything that helps to produce and distribute goods.Putting together land, labour and capital to make something of value, is called entrepreneurship. The entrepreneur is the person responsible for controlling and directing the other three factors. The entrepreneur doesn’t make things with his own hands unless he is also a worker. In a business the workers take orders from the entrepreneur. He is the leader, and the employees follow his direction. Entrepreneurship includes some other important activities. The entrepreneur is responsible for initiating(启动)business activity. He must begin his business by bringing together the land, labour, and capital. Next, he must manage the business by deciding the general policies for business operation. In order to be successful, an entrepreneur must also be innovative. He must look for new products or new ways of making things and new methods of distribution, or he must offer new services. He must be able to decide on the value of things which other people invent, whether it is a new toy, a new method of filing, or a new way of advertising. Finally, he bears all the risks of the business. Everyone connected with a business shares in the risks of the business. When a company goes bankrupt, that is, becomes unab·Youwillhearpartofabusinessnegotiationbe
·You will hear part of a business negotiation between Mr. Mitchell and Madam Li.·For each question 23—30, mark one letterA,
B、or
C、for the correct answer.·You will hear the recording twice. What is Mr. Mitchell particularly interested in
A、
A、Oil products.
B、
B、Dyestuffs and pigments.
C、
C、Cotton and linen materials.Thedynamic(0)economiesoftheworldare(19)w
The dynamic (0) economies of the world are (19) with potential. Not only have they demonstrated (20) levels of growth, but we believe this looks set, (21) by (22) inflows of foreign investment. FidelityEmerging Market, Fund is supposed to help you (23) on this promising (24).The key to real success inEmerging Markets is (25) and resources, of Fidelities foremost strengths.As the world’’s largest (26) investment management organization, we can draw upon a(n) (27) network of offices covering developing (28) acrossAsia, LatinAmerica andEurope.This local presence means we can apply a hands-on (29), searching out a capitalizing on investment opportunities as soon as they come to (30).As a result, Fidelity becomes one of the world’’s leading names in (31) stock markets: where we currently manage 5 billion pounds So (32) now to find out more about the FidelityEmerging Markets Fund —and get the potential of these dynamic markets teamed with the strength of the Fidelity organization. For more information, calls us, free of (33), from any of the countries below. If you live elsewhere, please use the UK number or post or fax the coupon.
A、increasingB、decreasing
C、improving
D、developingEXAMPLE、The correct answer for blank (0) is
D、
A、intensive
B．extensive
C、extraordinary
D、unusualWherewilltheflighttoNewYorkleavefromA．Ga
Where will the flight to New York leave from
A、Gate 32
B．Gate 34
C．Gate 30NOTJUSTASHOP!Inhisyearlyreport,thechairm
NOT JUSTA、SHOP!
In his yearly report, the chairman of a chain of retail outlets writes about the financial aspects of the business and describes the work which the company has done to benefit people in the areas where their shops are locateD、
It continues to be an important part of our company policy to be responsible for the health and welfare of people in the areas which we serve. In the past year, we have concentrated especially on education and training, and have invested over $ 5,000,000 in this and other areas ranging from the care of the old to the arts.
Let us look at these first. We have, as always, financed health research and care projects helping not only the old but children and the disabled too. We were especially pleased this year to provide alarms for disabled people who live alone and to run programmes which help children understand better the problems facing disabled people.
The Groundwork Foundation encourages young people in poor areas to improve their environment, while the Schools Prom concert at the RoyalAlbert Hall in London includes 20,000 children nationwide.Both of these were given financial help.
As mentioned above, in the last year we have been active in supporting a range of education projects. Two of our managers are now out of the company on one-year projects, training young people for work in the retail industry and improving the quality of the teaching they receive. In addition, we have started a programme of three-month schemes which our managerial staff are able to benefit from without having to take a long break from their jobs. Schools and universities have also benefiteD、A、LondonBusiness School received $ 50,000 to develop a training programme for UK school staff, giving them the skills necessary to manage their own schools.A、major University has received a promise of $100,000 over 5 years to fund a new teaching post in international retailing. This will allow 22 more students to study this subject each year. It is not only the companythat supports good work for other people. Members of staff themselves are encouraged to join the company Give as YouEarn system, to give money to others, especially those organizations working for the benefit of the local areA、In such cases the company often gives its support by making an additional contribution.
We look forward to committing even more money to these and other projects in the coming year.
This year’s special help for the disabled has concentrated onA．improving their security.
B．providing them with training programmes.
C．research into their illnesses.MEMOTo:AllstaffFrom:
MEMO
To: All staff
From:Marketingisallaroundus.Wearesurroundedby
Marketing is all around us. We are surrounded by businesses, likeAppleComputer InC、, that carry good products grown or manufactured and prepared for sale. We also see many businesses that offer services, benefits or satisfactions that improve the personal appearance, health, comfort, or peace of mind of their users. Some products are used to make services available, such as the tools an auto-mechanic uses in servicing a car.
Marketing starts with people. Marketing businesses find out what customers want and work to supply those goods and services.
Getting products from farms and factories to the people who will use them involves marketing at each step. Suppose a farmer recognizes the need for popcorn and decides to grow some. When the popcorn is harvested and ready for marketing, it may go to one of many places, depending on whether it is to be stored or used right away. Marketing occurs at each step: when the farmer sells it, for example, to a storage warehouse and when the warehouse in turn sells it to a supermarket or amusement park. Marketing occurs most obviously, perhaps, at the movie theater where patrons are greeted with the sight, sound, and aroma of freshly popped corn as they pass into the theater.
The popcorn is a product. The movie theater where the popcorn was sold provides a service— the opportunity to see a movie. Other business marketing services include beauty salons, insurance agencies, driving schools, emergency care centers, and the telephone companies. Services are marketed as products. Services vary from other products in several ways. They are intangible and perishable. You cannot keep a plane flight, for example, nor can the airline gain income from an unsold seat. Services also vary in quality. One business-class flight may serve a hot meal while another offer only sandwiches. Finally services cannot be separated from the organization or person giving the service. You cannot buy a plane ride from a railroaD、For these reasons, it is important that service businesses use marketing skills to find out what customers want and then supply it.
Marketing involves many special activities.Among them are marketing research, product planning, advertising, and selling. These activities and others make up the world of marketing—a world of people, product, action and ideas. Thus, marketers respond to the needs of people.
To prove the statement "Marketing is all around us", we need only take a quick imaginary tour of your community.
Your first glimpse of marketing on our imaginary tour may be a store that sells fooD、It could be a small grocery store on the corner of your block, or it could be a large supermarket. Of course, these are not the only places that sell fooD、There are also meat markets, bakeries and if you live in the country, roadside fruit stands. Some stores feature one special kind of food such as health foods, cheeses, or barbecued chicken.
As we continue our tour, you may see at least one department store and stores specializing in things such as shoes, jewelry, sporting goods, furniture, stationery, and flowers.
You may also see businesses that sell both goods and services. Many service stations, for example, sell not only gasoline, oil, and other goods but also lubrication and repair services.And you will surely come across restaurants and snack bars that provide food and food service such as Kentucky FriedChicken andBurger King.
The businesses where you and your family buy goods and services are known as retail stores or retailers.
A、retailer is a business that sells goods and services to the people who use them.But marketing consists of more than the retail businesses found in all communities. Marketing is also activities you cannot buy and the people who engage in them. Some of these activities are promoting, pricing and distributing all the activities that help put the goods and services you want and need into your hands.CafesinFranceCafesareverymuchapartoftheF
Cafes in France
Cafes are very much a part of the French way of life and are frequented as a meeting point among friends. Most cafes are primarily focused (29) drinks but provide lunchtime snacks (30) as sandwiches, salads and toast.All kinds of drinks are served, (31) alcoholic drinks and hot beverages.
Generally customers (32) consume only a small mount of food and drink (33) visit and there are high taxes on alcohol served in public bars.Consequently, the price of drinks is generally high (34) with otherEuropean countries. (35) cafes increasingly have to compare with fast food outlets, (36) are used as meeting places by young people attracted by their low prices.
In France, cafes and bars are mainly independent family-nm businesses, (37) 70% of them employing between one (38) five people. The number of cafes and bars in France has steadily diminished (39) the past few years, although most closures were limited (40) rural areas.
A．via
B．during
C．perAdistributionnetworkThingstobeconsidered
A、distribution network
Things to be considered
· Geographical coverage
· Number of distributors
· Regional team leaders
· LocaI show rooms
· Rules and regulations
·Bonuses
· Fines and penalties·ReadthefollowingpassagebelowaboutVolksw
·Read the following passage below about Volkswagen.
·For each question 23- 28, choose the correct answer.
·Mark one letterA,B、orC、on yourAnswer Sheet.TheBritish did not take over the company because A、they did not think it would survive. B、they did not have enough money. C、Heinrich Nordhoff had already bought it.
Ferdinand Porsche started work on the ’people’s car’ with money he received from the German government in 1934. First of all he travelled toAmerica to learn about car production. Then in 1938 he returned to Germany, founded Volkswagen Gmbh and started production with his newAmerican machinery in Wolfsburg, Lower Saxony.
Commercial production stopped during the war and the factory and its 9,000 workers fell intoBritish hands in 1945.After the war theBritish helped the local economy by ordering 20,000 cars but decided not to take over the company as they did not think it had a future. Instead, Heinrich Nordhoff took over as ManagingDirector and the Volkswagen success story began.
Within five years annual production went from 20,000 to 230,000 cars and the company founded its first SouthAmerican subsidiary, Volkswagen doBrazil S.A、In 1949 the first exports to the USA、arrived in New York, where they were described as ’beetle-like’ and the VVVBeetle legend was born. Thirty-two years later the 20 millionthBeetle rolled off a Volkswagen de Mexico production line. In 1960 Volkswagen became a public limited company valued atDM 600m.
The company continued its globalisation by setting up its own production facilities inAustralia (1957), Nigeria (1973) and Japan (1990) while expanding into the USA、(1976) and Spain (1986) by buying car manufacturers. The company also set up a joint venture inChina (1982). Political events at the end of 1989 gave VVV the opportunity to move into centralEurope, where it soon began production in the formerEast Germany and expanded into the czech RepubliC、
Today VolkswagenAG isEurope’s largest car-maker with 242,770 employees and a turnover of ＄65bn. With new versions of the world’s two most successful cars, theBeetle and the Golf, the future for VVV looks every bit as bright as its past.MEMOTo:TomFrom:MikeThepublicityleafletsf
MEMO
To: Tom
From:Mike
The publicity leaflets for the new car will not be back from the printers until Friday 13April.
A、We might have the leaflets before 13April.
B、We won’t have the leaflets before 13April.
C、We are sure to have the leaflets before 13April.Althoughthesituationatthenegotiationtabl
Although the situation at the negotiation table is always changeable, it is necessary to make out a detailed plan for the forthcoming negotiation.
“Top line” and “bottom line” should be decideD、For many negotiations in which more complex issues exist than the single factor of price, it is more useful to identify a “best achievable” top line. The negotiators of course hope for the best, but the fact is that their “best” is hardly satisfieD、The limitation of the top line is affected by many factors. The negotiators should be considerate of the other party. They should not be too aggressive even when they are in a favourable position. They can not be too optimistiC、If one party demands too much, the negotiation often results in a failure.
The bottom line, on the other hand, is the last “line of defence”, which the negotiators will not give up. When setting the bottom line, over-optimism about probable outcome is often linked to a failure to give the bottom line adequate consideration. Identifying the bottom line is perhaps more important then setting the original target. Flexibility in setting the best achievable target is essential.
This passage is about how to prepare a negotiation.
A、Right
B．Wrong
C．Doesn’t say·ReadtheminutesbelowfromaHealthandSafety
·Read the minutes below from a Health and Safety committee meeting.
·Choose the correct word to fill each gap fromA,B、orC、on the opposite page.
·For each question (29-40), mark one letterA,B、orC、on yourAnswer Sheet.A．
{{U}}Lighting{{/U}}
Staff are complaining about the poor lighting in the main office. The secretary of the committee recently obtained quotes {{U}} (29) {{/U}}new lighting, {{U}} (30) {{/U}}we passed to the management boarD、The committee is {{U}} (31) {{/U}}waiting for{{U}} (32) {{/U}}decision. We are hoping the board will let us {{U}} (33) {{/U}}within the next few weeks.
{{U}}NewDrinks Machine{{/U}}
Of the three types of machine we looked at, Maxcup appeared to be the best option. The committee now has to find a new{{U}} (34) {{/U}} as our current machine causes problems near the fire exit {{U}} (35) {{/U}}several people use the machine at the same time. It was decided to put {{U}} (36) {{/U}} taking the decision, and we expect to have enough information {{U}} (37) {{/U}}the end of the month.
{{U}}ConferenceAttendance{{/U}}
John {{U}} (38) {{/U}}to be away at the conference from 1st to 8th of next month. Rebecca has agreed to assist us in his {{U}} (39) {{/U}}John has a useful list of contacts in {{U}} (40) {{/U}}to help her research new safety equipment.
Next committee meeting: 16th March.
B．
C．PersonalBrandingOneoftheissuespeoplearec
PersonalBranding
One of the issues people are concerned about as they start to define their personal brand is being (19) to one subject or areA、They ask "Can I be an expert in more than one field or should I (20) one " You have the freedom to brand yourself as you choose, and you can always expand your offerings, (21) the knowledge you gain and your new interests. When you have an assortment of interests, you need to make sure that you manage them properly, both in (22) of the time you (23) to each and how they are interwined in your lifestyle, online and off.
If you have multiple interests and they are (24) , then your hand brand will be much more powerful because those interests can complement each other. (25) , if you are a financial analyst working at a bank during the day and a stock-trading blogger by night, you can (26) both, without drifting (27) from your current brand (28) of course that you don’t violate any confidentiality rules or insider trading laws.
If your interests aren’t related in any (29) , then they should be completely detached, such as having two (30) websites catering exclusively to each. If you’re an accountant for a Forture 500 company and a male model, you definitely want to separate those (31) and career paths from each other because (32) you’re perceived as a male model may impact how seriously you’re (33) as an accountant.
A、that B、when C、what D、how{{B}}Questions29-40{{/B}}·Readtheinforma
{{B}} Questions 29-40{{/B}}
· Read the information about the communication of information in business.
·Choose the correct word to fill each gap fromA,B、orC、
· For each question (29-40) mark one letterA,B、orC、on yourAnswer Sheet.A．
Recent research shows that {{U}} (35) {{/U}} most serious problems experienced by modern business are communication {{U}} (36) {{/U}} Research has also shown that there is a clear link {{U}} (37) {{/U}} good communication in a business and the motivation of the employees.
Newsletters and notices are not {{U}} (38) {{/U}} It is the attitude and behavior of business managers which {{U}} (39) {{/U}} all the difference. Unfortunately, at present, a lot of employees do not believe all the information they receive from their managers {{U}} (40) {{/U}} they feel that the managers themselves are out of touch with their staff.
B．
C．A．eightmonths.B．halfyear.C．sixweeks.
A、eight months.
B．half year.
C．six weeks.