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Strategic M&A Analysis
Bourgeois, L. J. III; Hoeber, HenningTechnical Note DARDEN-S-0224-EStrategyThis note deals with the issues of strategy, the first common source of acquisition failure. An appropriate master plan that links strategy and integration is a critical requirement for this interplay and ensures that the target will improve the acquirer’s overall competitive abilities.Starting at €8.20
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Evaluating M&A Deals--Equity Consideration
Baldwin, Carliss Y.Case HBS-208077-EFinanceWhat the acquiring company pays for a target in a merger or acquisition is called "consideration." Consideration can be in the form of cash, shares, or a combination of the two. Lays out the basic mechanics of equity consideration. Derives formulas for thStarting at €8.20
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Twenty Questions for Every M&A: Improving Postmerger Integration Performance
Bourgeois, L. J. III; Harvey, AllenTechnical Note DARDEN-S-0226-EStrategyThis note is used in Darden's Postmerger Integration elective. The authors present a guide to help managers prepare for integration challenges and allocate integration resources more efficiently. Although simple at first glance, addressing 20 yes-or-no questions can lead to fruitful in-depth conversations that provide a sound foundation for successful PMI planning and execution. By answering these questions in open dialogue, PMI managers and seni...Starting at €8.20
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Evaluating M&A Deals: How Poison Pills Work
Baldwin, Carliss Y.Case HBS-208061-EFinanceThe poison pill defense against hostile takeovers was invented in 1982 by Martin Lipton, of Wachtell, Lipton, Rosen and Katz. Pills are considered the most effective of all the normal defenses against a hostile bidder. Describes the two basic types of poison pills (flip-ins and flip-overs), and explains how the form of a tender offer changes the impact of a pill on the bidder. Also describes how bidders can set up tender offers to avoid poison pi...Starting at €8.20
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Evaluating M&A Deals: Introduction to the Deal NPV
Baldwin, Carliss Y.Case HBS-208060-EFinanceIntroduces a framework for evaluating mergers and acquisitions. Assumes that the criterion of a good deal is that it creates value for shareholders; i.e., has a positive deal NPV. Looks at the deal NPV from both the buyer's and seller's point of view. ExpStarting at €8.20
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Evaluating M&A Deals: Floors, Caps, and Collars
Baldwin, Carliss Y.Case HBS-209138-EFinanceAs equity consideration has become more popular in acquisitions, so has the use of the "pricing-protection" mechanisms, such as floors, caps and collars. These contractual devices provide insurance to the shareholders of the target, and may protect the buyer as well. The purpose of this note is to define the main categories of price protection, and explain their impact on the payoffs and value of the deal to the target's shareholders.Starting at €8.20
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Evaluating M&A Deals: Accretion vs. Dilution of Earnings-per-share
Baldwin, Carliss Y.Case HBS-208059-EFinanceWhen discussing the pros and cons of an acquisition, practitioners often talk about the impact of the deal on the buyer's earnings-per-share (eps). An acquisition is said to be "accretive" if the buyer's eps goes up post-deal; it is "dilutive" if the buyeStarting at €8.20
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Evaluating M&A Deals--Announcement Effects, Risk Arbitrage and Event Risk
Baldwin, Carliss Y.Case HBS-208103-EFinanceThe announcement of merger or acquisition conveys new information to the capital markets. This note describes how the stock prices of a Buyer and Target behave after the announcement of a deal. First, for an all-stock deal that is certain to go through, the note defines accouchement effects and describes the fundamental arbitrage relationship between Target and Buyer stock prices. It shows how post-announcement prices may be used to infer the mar...Starting at €8.20
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Orascom Telecom Holding (C): Condensed
Bourgeois, L. J. IIICase DARDEN-S-0246 -EStrategyStarting at €5.74
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Building the New Bosco-Zeta Pharma (B)
Bourgeois, L. J. III; Hammaker, Paul M.; Powers, John; Mathur, Sudeep; Bose, NandiniCase DARDEN-BP-0536-ECorporate GovernanceThe Bosco chairman realizes that Bosco and Zeta have different work cultures and to make the integration a success, it was imperative to create a new unique identity for the new company Bosco-Zeta Pharma. He decides that the goal is to retain the best elements of the existing social capital from the two separate organizations while improving the new company’s responsiveness to customers, competitors, and the market environment. He requests that a...Starting at €5.74