Recapitalization
Encyclopedia
Recapitalization is a sort of a corporate reorganization involving substantial change in a company's capital structure
. Recapitalization may be motivated by a number of reasons. Usually, the large part of equity is replaced with debt or vice versa. In more complicated transactions, mezzanine financing and other hybrid securities are involved.
, wherein the company issues bonds
to raise money, and then buys back its own shares. Usually, current shareholders retain control. The reasons for this sort of recapitalization include:
, essentially a leveraged recapitalization initiated by an outside party. Usually, incumbent equityholders secede control. The reasons for this transaction may include:
, wherein the nation in which the company is headquartered buys sufficient shares of the company to obtain a controlling interest
. Usually, incumbent equityholders lose control. The reasons for nationalization may include:
Capital structure
In finance, capital structure refers to the way a corporation finances its assets through some combination of equity, debt, or hybrid securities. A firm's capital structure is then the composition or 'structure' of its liabilities. For example, a firm that sells $20 billion in equity and $80...
. Recapitalization may be motivated by a number of reasons. Usually, the large part of equity is replaced with debt or vice versa. In more complicated transactions, mezzanine financing and other hybrid securities are involved.
Leveraged Recapitalization
One example of recapitalization is a leveraged recapitalizationLeveraged recapitalization
In corporate finance, a leveraged recapitalization is a change of the capital structure of a company, a substitution of equity for debt —e.g. by issuing bonds to raise money, and using that money to buy the company's stock or to pay dividends...
, wherein the company issues bonds
Bond (finance)
In finance, a bond is a debt security, in which the authorized issuer owes the holders a debt and, depending on the terms of the bond, is obliged to pay interest to use and/or to repay the principal at a later date, termed maturity...
to raise money, and then buys back its own shares. Usually, current shareholders retain control. The reasons for this sort of recapitalization include:
- Desire of current shareholders to partially exit the investment
- Providing support of falling shareprice
- Disciplining the company that has excessive cash
- Protection from a hostile takeover
- Rebalancing positions within a holding company
Leveraged Buyout
Another example is a leveraged buyoutLeveraged buyout
A leveraged buyout occurs when an investor, typically financial sponsor, acquires a controlling interest in a company's equity and where a significant percentage of the purchase price is financed through leverage...
, essentially a leveraged recapitalization initiated by an outside party. Usually, incumbent equityholders secede control. The reasons for this transaction may include:
- Getting control over the company via a friendly or hostile takeover
- Disciplining the company with excessive cash
- Creating shareholder value via gradual debt repayment
Nationalization
Another example is a nationalizationNationalization
Nationalisation, also spelled nationalization, is the process of taking an industry or assets into government ownership by a national government or state. Nationalization usually refers to private assets, but may also mean assets owned by lower levels of government, such as municipalities, being...
, wherein the nation in which the company is headquartered buys sufficient shares of the company to obtain a controlling interest
Controlling interest
Controlling interest in a corporation means to have control of a large enough block of voting stock shares in a company such that no one stock holder or coalition of stock holders can successfully oppose a motion...
. Usually, incumbent equityholders lose control. The reasons for nationalization may include:
- Saving a very valuable company from bankruptcy
- Confiscation of assets
- Executing the eminent domainEminent domainEminent domain , compulsory purchase , resumption/compulsory acquisition , or expropriation is an action of the state to seize a citizen's private property, expropriate property, or seize a citizen's rights in property with due monetary compensation, but without the owner's consent...
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