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Innovation through M&A: Promega's Taxable Acquisition of Ophidian
Frank, Mary Margaret; Harrison, LisaCase DARDEN-C-2432-EAccounting and ControlThe tax director for Promega Corporation (Promega), was finalizing a deal to buy Ophidian Pharmaceuticals, Inc. (Ophidian), and needed to settle on a deal structure. Given that the consideration paid for Ophidian was going to be primarily cash, the deal would be taxable. The question for her to address was: Should Promega buy the assets or stock of Ophidian? She had to consider the after-tax consequences to Promega and Ophidian from the different...Starting at €8.20
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Differences between Financial Accounting and Tax for Valuation in M&A
Frank, Mary Margaret; Elmore, Frederick A.Technical Note DARDEN-C-2421-EAccounting and ControlThis technical note outlines the differences between financial accounting standards and tax law that affect the valuation of potential targets depending on the deal structure employed. Valuation models typically rely on financial accounting information to estimate the value of the deal; but tax laws, not financial accounting standards, affect the after-tax cash flows attributable to the deal. The note provides steps to determine a target’s tax b...Starting at €8.20
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Tiny Prints (B)
Child, M; Rosenthal, SCase SGSB-E426B-ELeadership and People ManagementPart B of the case explores the management team’s decision to move forward with a purchase offer from Shutterfly or to maintain control of the company and continue to grow organically.Starting at €5.74
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Tiny Prints (A)
Child, M; Rosenthal, SCase SGSB-E426A-ELeadership and People ManagementThe Tiny Prints case describes the founding of the online stationery company in 2004, through its growth and evolution to 2007. The three cofounders bootstrapped the company from the beginning, primarily so that they could retain control over the decision-making and strategic direction of the company. While that decision allowed the cofounders flexibility and independence, it also led to capital constraints and a “good enough” culture that had ...Starting at €8.20
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Tiny Prints Background
Child, M; Rosenthal, SCase SGSB-E426-ELeadership and People ManagementThe Tiny Prints case describes the founding of the online stationery company in 2004, through its growth and evolution to 2007. The three cofounders bootstrapped the company from the beginning, primarily so that they could retain control over the decision-making and strategic direction of the company. While that decision allowed the cofounders flexibility and independence, it also led to capital constraints and a “good enough” culture that had ...Starting at €8.20
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Tiny Prints - Teaching note
Child, M; Rosenthal, STeaching Note SGSB-E426ATN-ELeadership and People ManagementThe Tiny Prints case describes the founding of the online stationery company in 2004, through its growth and evolution to 2007. The three cofounders bootstrapped the company from the beginning, primarily so that they could retain control over the decision-making and strategic direction of the company. While that decision allowed the cofounders flexibility and independence, it also led to capital constraints and a “good enough” culture that had ...Starting at €0.00
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TwinMed - Teaching note
Child, M; Chambers, J; ; Han, ATeaching Note SGSB-E419TN-EEntrepreneurshipTwinMed was a nursing home supply business located in Los Angeles. This case details its humble origins and its development, and raises several strategic issues prevalent in Medicare-reimbursed businesses, business-to-business selling, and what to do when there is a sea change in government billing as there was in 1999, with the advent of Medicare’s “PPS” model.Starting at €0.00
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The Value of Net Operating Losses
Frank, Mary Margaret; Right, Jonathan M.Technical Note DARDEN-C-2256-EAccounting and ControlThis technical note provides an overview of the tax law governing the use of a target's net operating losses (NOLs) and other tax attributes by the acquirer. Every transaction requires the acquirer to assess the impact of any limitations under the tax law on the use of the target's NOLs. Because these limitations affect the value of the NOLs, they affect the price the acquirer is willing to pay for the loss corporation and ultimately the optimal ...Starting at €8.20
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Alcatel S.A. and Lucent Technologies: The Effect of Acquisitions on Net Operating Losses
Frank, Mary Margaret; Right, Jonathan M.Case DARDEN-C-2257-EAccounting and ControlThis brief case asks students to assess the impact of an acquisition on the valuation of a company's net operating losses. Specifically, students assess whether an article discussing Alcatel S.A. s acquisition of Lucent has assessed the correct value of Lucent's net operating losses. The case requires students to use the companies' financial statement information and a related technical note on the valuation of net operating losses in acquisition...Starting at €8.20
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Refresh Organics Board of Directors: Three Vignettes
Child, M; Chamberd, J; Han, ACase SGSB-E432-EEntrepreneurshipGeorge Hausman, co-founder and CEO of Pleasanton, California-based Refresh Organics (fictional), was proud of the business he had built over the past 15 years. Along with a minority partner, Hausman had started Refresh as a distributor of organic produce sourced throughout California. The business had grown steadily, if not explosively, and was now a distributor for organic farms throughout the United States. Refresh’s distribution revenues were ...Starting at €8.20