English

Noun

newco ‎(plural newcos)

1. (business) A new company, especially one spun-off from or replacing an existing company as a legal fiction to maintain ownership over an entity while separating it from the old company financially.
   • 1999, Edward E. Shea, The McGraw-Hill Guide to Acquiring and Divesting Businesses, ISBN 0070580308, page 227:

     As described in the previous section, a leveraged buyout by a Newco that does not result in a change of control is treated as a recapitalization and EITF 88-16 prescribes the use of predecessor basis.

   • 2000, Tax strategies for corporate acquisitions, dispositions, ..., volume 2, Practising Law Institute:

     This is not an unusual situation since some acquisition vehicles are "newcos" that have not conducted any business activities prior to the acquisition.

   • 2003, Mergers and acquisitions yearbook:

     If buyer has no such plans then the purchaser will probably be a newco, since in this structure the corporate veil will protect the buyer's assets from claims made against the target

   • 2008, Stephen Bloomfield, Venture Capital Funding: A Practical Guide to Raising Finance, page 160:

     Sales of divisions of larger businesses usually require the creation of a newco.

   • 2008, Steve Cropper; Mark Ebers, Chris Huxham, The Oxford Handbook of Inter-Organizational Relations, page 91:

     In this chapter we define collaborations between firms that involve the creation of a separate, autonomous, and legally recognized firm—a 'newco'—as a joint venture.

   • 2011, Ernst & Young, International GAAP 2012: Generally Accepted Accounting Practice Under International Financial Reporting Standards, John Wiley and Sons, ISBN 1119969441, page 580:

     Another situation in which a Newco may be identified as the acquirer is illustrated in Example 10.8 below, where a parent uses a Newco to facilitate a public flotation of shares in a group of subsidiary companies.

   • 2012 May 5, “Rangers likely to stay in SPL, says Michael Johnston”, in BBC Sport:

     Rangers manager Ally McCoist accepts there is likely to be opposition from fans of other clubs should the Ibrox side remain in the SPL as a newco.

2. (law, finance) A placeholder name for a business in textbooks.
   • 1982, Arthur M. Borden, Going Private, page 3-4:

     A merger can be implemented between the issuer ("Oldco") and a new corporation ("Newco") owned by the proponents, as a result of which Oldco shares not owned by the proponents are converted to cash and Newco shares remain outstanding.

   • 2003, William T. Allen, Reinier H. Kraakman, Commentaries and Cases on the Law of Business Organization, page 439:

     In this structure, the acquirer (A) forms a wholly owned subsidiary (call it NewCo). A will transfer the merger consideration to NewCo in exchange for all of NewCo's stock. Then Target will merge into NewCo (or NewCo will merge into Target).

   • 2008, Edward D. Hess, Charles D. Goetz, So, You Want to Start a Business?: 8 Steps to Take Before Making the Leap, page 62:

     For this example, we're going to assume that a new company (we will call it NewCo) is going to build brick homes in the $250,000 price range.

   • 2012, Stephanie J. Morgan, The Human Side of Outsourcing: Psychological Theory and Management Practice, ISBN 1119943094:

     Those who were more attached to NewCo discussed more positively their ability to charge OldCo for work, to take the 'commercial' view.

See also

• shell
• clean shell