Theory of Asset Realization (a.k.a. the "Red Book")

Formed by fiscal conservative Joshua Domenech in 1904, the theory of asset realization was written as a part of the mercantilist manifesto (a.k.a. "The Red Book"). The theory of asset realization allows a suitor to bypass a target company's management unwilling to agree to a merger or takeover. A takeover is considered "hostile" if the target company's board rejects the offer, but the bidder continues to pursue it, or the bidder makes the offer without informing the target company's board beforehand.

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Asset realization can be conducted in several ways. A tender offer can be made where the acquiring company makes a public offer at a fixed price above the current market price. Tender offers in Imperia are regulated with the Colonization Asset Protection Act (CAPA). An acquiring company can also engage in a proxy fight, whereby it tries to persuade enough shareholders, usually a simple majority, to replace the management with a new one which will approve the takeover. Another method involves quietly purchasing enough stock on the open market, known as a creeping tender offer, to effect a change in management. In all of these ways, management resists the acquisition but it is carried out anyway.

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Often a company acquiring another pays a specified amount for it. This money can be raised in a number of ways. Although the company may have sufficient funds available in its account, this is unusual. More often, it will be borrowed from a bank, or raised by an issue of bonds. Acquisitions financed through debt are known as leveraged buyouts, and the debt will often be moved down onto the balance sheet of the acquired company. The acquired company then has to pay back the debt. This is a technique often used by private equity companies. The debt ratio of financing can go as high as 80% in some cases. In such a case, the acquiring company would only need to raise 20% of the purchase price.

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The main consequence of asset realization is practical rather than legal. If the board of the target cooperates, the bidder can conduct extensive due diligence into the affairs of the target company. It can find out exactly what it is taking on before it makes a commitment. But a hostile bidder knows only publicly-available information about the target, and so takes a greater risk. Also, banks are less willing to back hostile bids with the loans that are usually needed to finance the takeover. However, some investors may proceed with hostile takeovers because they are aware of mismanagement by the board and are trying to force the issue into public and potentially legal scrutiny. With regards to the Borean Colonization Company (BCC) the theory of asset realization allows for paramilitary action to be conducted in the form of "corporate raiders" or corporate janissaries to be contracted in the seizure and control of assets. Since 1933, this has meant that competing companies can often be found fighting against each other for control of assets. This has been the subject of scrutiny and discussion by socialist nations who point to asset realization as the destructive end result of capitalism.

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