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48-513: M1900 may refer to: FN M1900 or Browning M1900, pistol Colt M1900 , pistol 76 mm gun M1900 Mannlicher M1900, a rifle, see Ferdinand Mannlicher M1900 variant of the Hotchkiss M1914 machine gun 5-inch gun M1900 , a US Army artillery piece 6-inch gun M1900 , a US Army artillery piece See also [ edit ] M0 (disambiguation) [REDACTED] Topics referred to by

96-399: A "loan note alternative" that allows shareholders to take a part or all of their consideration in loan notes rather than cash. This is done primarily to make the offer more attractive in terms of taxation . A conversion of shares into cash is counted as a disposal that triggers a payment of capital gains tax , whereas if the shares are converted into other securities , such as loan notes,

144-538: A change in management. In all of these ways, management resists the acquisition, but it is carried out anyway. In the United States, a common defense tactic against hostile takeovers is to use section 16 of the Clayton Act to seek an injunction, arguing that section 7 of the act, which prohibits acquisitions where the effect may be substantially to lessen competition or to tend to create a monopoly, would be violated if

192-415: 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, remitting payment entirely from the acquiring company's cash on hand 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

240-417: A company an easier takeover target. When the company gets bought out (or taken private) – at a dramatically lower price – the takeover artist gains a windfall from the former top executive's actions to surreptitiously reduce the company's stock price. This can represent tens of billions of dollars (questionably) transferred from previous shareholders to the takeover artist. The former top executive

288-752: A high-risk position. High leverage will lead to high profits if circumstances go well but can lead to catastrophic failure if they do not. This can create substantial negative externalities for governments, employees, suppliers and other stakeholders . Corporate takeovers occur frequently in the United States , Canada , United Kingdom , France and Spain . They happen only occasionally in Italy because larger shareholders (typically controlling families) often have special board voting privileges designed to keep them in control. They do not happen often in Germany because of

336-523: A hostile takeover bid approaches the shareholders directly, as opposed to seeking approval from officers or directors of the company. A takeover is considered hostile if the target company's board rejects the offer, and if the bidder continues to pursue it, or the bidder makes the offer directly after having announced its firm intention to make an offer. Development of the hostile takeover is attributed to Louis Wolfson . A hostile takeover can be conducted in several ways. A tender offer can be made where

384-645: A locked-breech and a blowback pistol to Hugo Borchardt to obtain approval from DWM. Berg presented a draft of the license agreement to the FN board in June 1897 and then traveled to Hartford to finalize it with John and Matt Brownings in July 1897. The agreement granted FN the rights to manufacture and sell what became the M1899 in France, Belgium, Germany, Austria-Hungary, and Spain. In 1898 Berg

432-655: A militant of the Peruvian left-wing APRA party, is also reported to have used an FN1900 to assassinate President Luis Miguel Sánchez Cerro in Lima , on April 30, 1933. The pistol was popular in China from its introduction through World War II and was often copied and used as the basis for other designs. State-run arsenals produced serialized production runs for warlord militias, and local craftsmen produced one-off handmade versions. The North Korean Type 64 pistol  [ ja ]

480-448: A more comfortable and secure hold for shooters with larger hands. In addition to these external changes, M1900 incorporated several internal improvements. The reinforced area of the frame above the trigger guard was enlarged and thickened, enhancing the pistol's durability (cf. the image comparison above). The diameter of the breech block screws was increased, further strengthening the action. A cocking indicator, visible as an extension of

528-679: A mother of pearl-gripped Modele 1899, which he regularly kept on his person and in his bedside drawer. It now resides in the NRA Firearms Museum. Eugen Schauman , a Finnish nationalist activist, assassinated the Governor-General Nikolay Bobrikov (the highest Russian authority in the Grand Duchy of Finland ) with a Browning pistol in Helsinki on June 16, 1904. The act was followed by spontaneous anti-Russian celebrations in

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576-401: A new market without having to take on the risk, time and expense of starting a new division. An acquiring company could decide to take over a competitor not only because the competitor is profitable, but in order to eliminate competition in its field and make it easier, in the long term, to raise prices. Also a takeover could fulfill the belief that the combined company can be more profitable than

624-503: A patent in September 1895. Although this experimental pistol did not progress further, its general layout and fire control group design were reused in three other designs he developed in the following year. Patents for them were filed in October 1896, and two out of three later became Colt M1900 and FN M1900. All four prototypes were chambered in .38 caliber and are currently exhibited at

672-607: A previous purchase of shares. In particular: The Rules Governing the Substantial Acquisition of Shares, which used to accompany the Code and which regulated the announcement of certain levels of shareholdings, have now been abolished, though similar provisions still exist in the Companies Act 1985 . There are a variety of reasons why an acquiring company may wish to purchase another company. Some takeovers are opportunistic –

720-469: A public perception that private entities are more efficiently run, reinforcing the political will to sell off public assets. Takeovers also tend to substitute debt for equity. In a sense, any government tax policy of allowing for deduction of interest expenses but not of dividends , has essentially provided a substantial subsidy to takeovers. It can punish more-conservative or prudent management that does not allow their companies to leverage themselves into

768-480: A publicly held asset or non-profit organization undergoes privatization . Top executives often reap tremendous monetary benefits when a government owned or non-profit entity is sold to private hands. Just as in the example above, they can facilitate this process by making the entity appear to be in financial crisis. This perception can reduce the sale price (to the profit of the purchaser) and make non-profits and governments more likely to sell. It can also contribute to

816-480: A takeover of a company consists of simply an offer of an amount of money per share (as opposed to all or part of the payment being in shares or loan notes), then this is an all-cash deal. The purchasing company can source the necessary cash in a variety of ways, including existing cash resources, loans, or a separate issue of company shares . Takeovers in the UK (meaning acquisitions of public companies only) are governed by

864-639: Is a copy of the M1900. Specimens examined by western authorities were marked with the date of 1964. A silenced variant was produced that featured a shortened slide to allow the threaded barrel to protrude far enough to attach the silencer. The weapon is chambered for .32 ACP , also known as 7.65×17mm Browning SR ("SR" denotes semi-rimmed). Herero Wars Mexican Revolution Balkan Wars World War I Russian Civil War Finnish Civil War Warlord Era Constitutionalist Revolution Chaco War Chinese Civil War World War II This model

912-461: Is different from Wikidata All article disambiguation pages All disambiguation pages FN M1900 John Browning started his work on semi-automatic pistols in 1894, when he mostly finalized the M1895 Colt–Browning machine gun . He initially tried to use the same gas action with a swinging piston, with a prototype ready to be shown to Colt in July 1895, and applied for

960-488: Is known by several names, including: Takeover In business, a takeover is the purchase of one company (the target ) by another (the acquirer or bidder ). In the UK , the term refers to the acquisition of a public company whose shares are publicly listed, in contrast to the acquisition of a private company . Management of the target company may or may not agree with a proposed takeover, and this has resulted in

1008-466: Is then rewarded with a golden handshake for presiding over the fire sale that can sometimes be in the hundreds of millions of dollars for one or two years of work. This is nevertheless an excellent bargain for the takeover artist, who will tend to benefit from developing a reputation of being very generous to parting top executives. This is just one example of a principal-agent problem, otherwise regarded as perverse incentive . Similar issues occur when

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1056-501: The City Code on Takeovers and Mergers , also known as the 'City Code' or 'Takeover Code'. The rules for a takeover can be found in what is primarily known as 'The Blue Book'. The Code used to be a non-statutory set of rules that was controlled by city institutions on a theoretically voluntary basis. However, as a breach of the Code brought such reputational damage and the possibility of exclusion from city services run by those institutions, it

1104-482: The Pope Manufacturing Company . There, he supposedly accidentally met John Browning and persuaded him to have his pistol manufactured at FN by telling him the story of a modern factory with nothing to produce. Despite state-of-the-art manufacturing capabilities, by the end of 1895 FN was in poor financial shape due to a lack of orders on their M1889 rifles and a lost legal battle with Mauser over

1152-525: The Belgian military, FN introduced what was later called M1900, an improved design based on the M1899. These designations were applied retroactively after FN began manufacture of other Browning pistol designs; initially the M1900 was marketed as simply the " Pistolet Browning" (Browning Pistol). A shorter barrel reduced the overall length by less than a millimeter while maintaining the same caliber and magazine capacity. The grip plates were made 1 mm wider, offering

1200-744: The Browning Firearms Museum in Ogden, Utah . Browning licensed the rights to produce and sell them to Colt within the US and Canada in July 1896, but it's believed at the time Colt was mainly protecting its revolver market. In 1896 or 1897 Browning also scaled the .38 blowback pistol down to .32 caliber to use as a pocket pistol . According to a widespread legend, in April 1897 FN sent their sales manager Hart O. Berg to Hartford , where he had previously worked, to investigate advances in bicycle design introduced by

1248-443: The acquiring company makes a public offer at a fixed price above the current market price . 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 or dawn raid , to effect

1296-404: The company's board of directors . Ideally, if the board feels that accepting the offer serves the shareholders better than rejecting it, it recommends the offer be accepted by the shareholders. In a private company, because the shareholders and the board are usually the same people or closely connected with one another, private acquisitions are usually friendly. If the shareholders agree to sell

1344-581: The company's profitability appear temporarily poorer, or simply promote and report severely conservative (i.e. pessimistic) estimates of future earnings. Such seemingly adverse earnings news will be likely to (at least temporarily) reduce the company's stock price. (This is again due to information asymmetries since it is more common for top executives to do everything they can to window dress their company's earnings forecasts.) There are typically very few legal risks to being 'too conservative' in one's accounting and earnings estimates. A reduced share price makes

1392-530: The company's stock and, in doing so, get enough votes to replace the board of directors and the CEO . With a new agreeable management team, the stock is, potentially, a much more attractive investment, which might result in a price rise and a profit for the corporate raider and the other shareholders. A well-known example of a reverse takeover in the United Kingdom was Darwen Group 's 2008 takeover of Optare plc . This

1440-424: The company, then the board is usually of the same mind or sufficiently under the orders of the equity shareholders to cooperate with the bidder. This point is not relevant to the UK concept of takeovers, which always involve the acquisition of a public company. A hostile takeover allows a bidder to take over a target company whose management is unwilling to agree to a merger or takeover. The party who initiates

1488-402: 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. Cash offers for public companies often include

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1536-428: The following takeover classifications: friendly, hostile, reverse or back-flip. Financing a takeover often involves loans or bond issues which may include junk bonds as well as a simple cash offers. It can also include shares in the new company. A friendly takeover is an acquisition which is approved by the management of the target company. Before a bidder makes an offer for another company, it usually first informs

1584-417: The hostile bidder's threat to the target company. A well-known example of an extremely hostile takeover was Oracle's bid to acquire PeopleSoft . As of 2018, about 1,788 hostile takeovers with a total value of US$ 28.86 billion had been announced. A reverse takeover is a type of takeover where a public company acquires a private company. This is usually done at the instigation of the private company,

1632-473: The internal cocking lever, was added, providing a visual confirmation of the pistol's cocked status. Finally, M1900 introduced a slide lock, activated by turning the safety lever upward when the slide was retracted in order to facilitate easier cleaning and maintenance. Production ceased only 11 years later, with a total of about 725,000 units having been produced by FN only (excluding all the numerous copies). United States President Theodore Roosevelt owned

1680-439: The offeror acquired the target's stock. The main consequence of a bid being considered hostile 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, providing the bidder with a comprehensive analysis of the target company's finances. In contrast, a hostile bidder will only have more limited, publicly available information about

1728-406: The purpose being for the private company to effectively float itself while avoiding some of the expense and time involved in a conventional IPO . However, in the UK under AIM rules, a reverse takeover is an acquisition or acquisitions in a twelve-month period which for an AIM company would: An individual or organization, sometimes known as a corporate raider , can purchase a large fraction of

1776-429: The rights to produce improved M1893s . In 1896, most of their primary shareholders left and a major competitor, DWM , took over a controlling stake, excluding the company from the export market for military firearms and forcing it to diversify into sporting firearms, their parts, and even bicycles. However, documents from Browning's later legal dispute with Georg Luger tell a different story. In 1896-1897 Berg, who

1824-449: The same term This disambiguation page lists articles associated with the same title formed as a letter–number combination. If an internal link led you here, you may wish to change the link to point directly to the intended article. Retrieved from " https://en.wikipedia.org/w/index.php?title=M1900&oldid=841706798 " Category : Letter–number combination disambiguation pages Hidden categories: Short description

1872-407: The simple effect of the profitability of the target company being added to the acquiring company's profitability. For example, an acquiring company may decide to purchase a company that is profitable and has good distribution capabilities in new areas which the acquiring company can use for its own products as well. A target company might be attractive because it allows the acquiring company to enter

1920-529: The streets of Helsinki and after the 1917 independence Schauman was considered to be a national hero of Finland. An Jung-geun , a Korean-independence activist, assassinated the 1st Prime Minister of Japan and Resident-General of Korea Itō Hirobumi with this type of gun on October 26, 1909 in Harbin railway station . Socialist revolutionary Fanny Kaplan also used a FN M1900 in her attempted assassination of Lenin on August 30, 1918. Abelardo Mendoza Leyva ,

1968-425: The target company available, rendering the bidder vulnerable to hidden risks regarding the target company's finances. Since takeovers often require loans provided by banks in order to service the offer, banks are often less willing to back a hostile bidder because of the relative lack of target information which is available to them. Under Delaware law, boards must engage in defensive actions that are proportional to

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2016-434: The target company may simply be very reasonably priced for one reason or another and the acquiring company may decide that in the long run, it will end up making money by purchasing the target company. The large holding company Berkshire Hathaway has profited well over time by purchasing many companies opportunistically in this manner. Other takeovers are strategic in that they are thought to have secondary effects beyond

2064-432: The tax is rolled over. A takeover, particularly a reverse takeover , may be financed by an all-share deal. The bidder does not pay money, but instead issues new shares in itself to the shareholders of the company being acquired. In a reverse takeover the shareholders of the company being acquired end up with a majority of the shares in, and so control of, the company making the bid. The company has managerial rights. If

2112-466: The two companies would be separately due to a reduction of redundant functions. Takeovers may also benefit from a principal-agent problem associated with top executive compensation. For example, it is fairly easy for a top executive to reduce the price of their company's stock due to information asymmetry . The executive can accelerate accounting of expected expenses, delay accounting of expected revenue, engage in off-balance-sheet transactions to make

2160-509: Was acquainted with Browning due to their joint work on the Colt machine gun in 1893-1894, persuaded him in correspondence to visit Liège with his pistol designs, which he did in April 1897. FN managers were impressed by the design's reliability and simplicity (it's unclear from secondary sources if it was already in .32 or still in .38) which were uncommon in those early days of semi-automatic guns. Afterward, Berg and Browning traveled to Berlin and showed

2208-415: Was also an example of a back-flip takeover (see below) as Darwen was rebranded to the more well-known Optare name. A backflip takeover is any sort of takeover in which the acquiring company turns itself into a subsidiary of the purchased company. This type of takeover can occur when a larger but less well-known company purchases a struggling company with a very well-known brand. Examples include: Often

2256-503: Was regarded as binding. In 2006, the Code was put onto a statutory footing as part of the UK's compliance with the European Takeover Directive (2004/25/EC). The Code requires that all shareholders in a company should be treated equally. It regulates when and what information companies must and cannot release publicly in relation to the bid, sets timetables for certain aspects of the bid, and sets minimum bid levels following

2304-595: Was unsuccessful in attempting to persuade Browning to supervise the pistol’s production in Belgium, but its manufacture by FN transformed the fortunes of that company and laid the foundation for its long-term relationship with Browning (who died on FN’s premises in 1924). Serial production started in January 1899, but the M1899 nomenclature postdates it. FN originally called M1899 “modele de présérie”, approximately 14,400 of them were made in total. In 1900, driven by feedback from

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