Lecture Series Mergers and Acquisitions December, 2007

Transcription

1 Unit of Study Outline Lecture Series Mergers and Acquisitions December, 2007 Coordinator: Senior Lecturer Dr P. Joakim Westerholm Phone: TBA, Office: TBA Consultation Times: TBA Best method of communication: . Classes: Time: Monday 3 December to Friday 7 December,. 1. Unit of study information 1.1. Description Mergers and acquisitions are one of the most important activities of investment banks today. Mergers are used at an increasing pace by businesses to secure growth, and during the most recent years merger activity has increased dramatically. In the analysis of mergers and acquisitions most tools from modern financial economics are needed and a core aim of this unit of study is to teach valuation techniques that support decision making in mergers and company restructurings. When we study real world cases we will find that purely growth driven acquisitions provide the opportunity to realise synergy gains as a result of some form of inefficiency within the acquired organisations. Other acquisitions are motivated by value improvements through corrections of managerial incentive problems. Many mergers however are motivated by bad incentives that decrease value. The unit aims to prepare students for a career in mergers and acquisitions, as a corporate advisor in an investment bank or as an analyst in employed in broking and funds management Aims and context The key purposes of this unit of study are to help students acquire an up-to-date combination of skills immediately needed in the workforce (e.g. valuation techniques) AND skills that allow the student to develop on the job for more senior roles (e.g. strategic analysis of the value creation achievable in mergers).

2 2. Learning outcomes, teaching and learning activities & assessment 2.1. Intended learning outcomes This is a list of the learning outcomes that students should achieve as a result of successfully completing this unit of study. Learning Outcomes Strategy to Achieve the Learning Outcome 1. Be open to new ways of thinking and Lectures and workshops are aimed to spark appreciate the importance of intellectual an interest in the financial markets that will curiosity and reflection as the foundation for motivate students to learn more out of pure continuous learning. interest. 2. Identify, define and analyse problems and Including applied components in major recommend creative solutions within realworld constraints. group/individual assignment 3. Analyse and solve business problems Valuation of real world M&A case 4. Demonstrate an ability to participate in a broad range of complex and changing social, political and economic contexts. 5. Confidently and coherently communicate, orally and in writing, to a professional standard in major fields of study. 6. Manage, analyse, evaluate and use information efficiently and effectively. The unit of study material is drawing on cases from the global markets for M&A aiming at detecting major global trends in the industry. Workshop assessments and final exam will require students to communicate their understanding of the topic effectively. Including research components in major group/individual assignment Learning and teaching activities Face-to-face Lectures are used to set the scene and show how each topic fits into the overall unit of study aims. At the beginning of each lecture any administrative announcements are made. Up to 5 minutes will be allocated for Q&A on any aspect of the unit at the end of the lecture. Opportunities to apply concepts will be provided a number of times during each lecture. You are strongly advised to actively participate. Quick quizzes may be conducted at the beginning/end of each lecture to check understanding of concepts. Incomplete lecture notes will be provided prior to the lecture; treat these as an outline to read before the lecture and fill in the gaps during or afterwards. Print and out of class preparation Assigned chapters from the course handouts/reader should be read prior to attending the scheduled lecture on that topic. This background reading is essential to setting the scene in each topic and particularly important in as the course is taught on an intensive schedule. Assigned workshop questions relate to the textbook and should be completed prior to arriving at the daily session. Copies of the relevant sections for next session will be provided at the end of each lecture Hard copies of important handouts are provided at lectures. A hard copy of assessments should be kept, even after submitting them to the lecturer Mergers and Acquisitions Page 2 of 5

3 The assigned textbook for the unit of study is: Sudi Sudarsanam, 2003, Creating Value from Mergers and Acquisitions: The Challenges, Financial Times Prentice Hall ISBN (Copies of the relevant sections will be provided at the end of each lecture) A Reader with supplementary material is also provided: FINC6017 Mergers and Acquisitions Corporate Strategy in International Mergers and Acquisitions: Collection of M&A case studies, a summary of valuation techniques, and a research paper on Australian M&As (Copies available at the start of the lecture series) 2.3. Assessment Assessment task Weighting Due date Learning outcomes Word length* 1. Attendance &* Activity 2. Workshop Questions 10% Each Lecture 10% Tue, Wed, Thu 5 5 and 6 1,000 in total 3. Group/Individual Project 30% Thu 2 and 3 2, Final 3hr exam 50% Friday 1,2, 3, 4 and 5 2,500 Total 100% 6, Assessment details All assessment is standard based, following the basic principle that a student that performs to the minimum required standard will be awarded a grade of 50%. To achieve better grades a student has to demonstrate exceptional knowledge on a rising scale that will be discussed in more detail during the first lecture. Final exam will test all material presented in lectures that in turn follow the outline of the text book. Some of the material and readings analysed in workshops can be considered as supportive material, with the purpose of gaining a deeper understanding of the subject. The final exam is a combination of text questions and calculation based questions. The major assignment typically performed in groups, is designed to test your critical, analytical and research skills. Detailed information on the requirements and data for the assignment will be provided in the second session. Students are reminded to start research for the assignment as soon as the assignment instructions are released. The assignment will require substantial reading and research and students should allow sufficient time for hunting down additional research materials. A short time each session will be allocated to follow-up and assignment support. Session participation: Each student will be allotted a participation mark which is worth ten percent of the overall assessment. This is based on attendance and participation in the weekly 3 hour session consisting of a lecture followed by a workshop. A pass grade for this component can be obtained by attending at least 11 sessions. Full points can be obtained by being active in the session discussions. Active participation and questions are encouraged as this will increase your learning experience and make the sessions more interesting. Mergers and Acquisitions Page 3 of 5

4 2.5. Workload and minimum criteria In order to complete this unit of study successfully, students are expected to meet the following minimum criteria: Submit all assessment materials within deadlines: (major assignment & solutions to workshop questions). Attend at least 4 out of the 5 sessions (Lecture & Workshop). Participate in class discussion Prepare the workshop questions for class discussion Session attendance is compulsory, and students are required to attend at least 80% of the sessions (4 out of 5 sessions). The lecturer will keep an attendance roll. Students who attend less than 80% of the sessions may be deemed to have failed the Unit of Study. Students who do not attend their allocated session will not have their attendance registered and will be penalised accordingly. The only grounds for not attending sessions are accident, illness or misadventure. Students unable to attend a scheduled session for these reasons are required to submit a medical certificate or other appropriate documentation to substantiate their absence in the following week to their lecturer Feedback All marking will be conducted in a fair and objective manner. Consolidated grading of assignment work (solutions to workshop questions) will be provided to student in good time before the exam and we aim to all marking (major assignment and final exam) and the final grade back to the students within three weeks of the end of the course Academic honesty and plagiarism Academic honesty is important to protect students' right to receive due credit for work submitted for assessment. It is clearly unfair for students to submit work for assessment that dishonestly represents the work of others as their own and gain marks and degrees, which are not based on their own efforts and abilities. Deliberate breaches of academic honesty constitute academic misconduct. These breaches include: plagiarism, fabrication of data, recycling previously submitted material, engaging someone else to complete an assessment on one s behalf and misconduct during supervised assessments. The penalties for academic misconduct may include: a mark of zero on the assessment; a fail grade in the unit of study, additional assessment (including an unseen exam), and reference of the matter to the University Registrar. Mergers and Acquisitions Page 4 of 5

5 3. Topic and assessment schedule Date & Time 1: Monday 3 Dec 2: Tuesday 4/Dec 3: Wednesday 5/Dec 4: Thursday 6/Dec 5: Friday 7/Dec PM Topic Introduction course topics, requirements and First lecture HISTORY, CONCEPTS AND PERFORMANCE CORPORATE STRATEGY & ORGANISING FOR ACQUISITIONS International Mergers and alternative ways of restructuring REVISION LECTURE In-class (Lecture+Workshop) INTRODUCTION: 1. Introduction to Unit of Study 2. Introduction to Corporate strategy in international mergers and acquisitions 3. Review of valuation principles FIRST LECTURE: Historical overview of M&A activity Alternative perspectives on mergers Are acquisitions successful? Sources of and Limits to Value Creation in 4 types of mergers How corporations organise for Acquisitions VALUATION Guidelines how to finalise the Group Assignment Report Cross Border Acquisitions, Alternatives to Mergers: Strategic alliances, Joint ventures, LBOs and MBOs Accounting for Mergers and Paying for Acquisitions Guidelines how to prepare for the Final Exam Revision and summary Exam Outline Meeting the challenges of M&A Out-of-class preparation Ch: 1 +Lecture Notes Chapters 2, 3 & 4 (Material available for collection by Friday 30 November) Chapters 5, 6, 7 & 8 Chapter 14 Case Studies: Advance Genome Repsol-YPF Chapters 9 13 Chapter 15 & 16 Chapter 24 Out-of- Class Assessment Components - due dates: in Session 2 in Session 3 in lecture 4 GROUP PROJECT due in class Session 4 PREPARE FOR FINAL EXAM <Break> FINAL EXAM Exam END OF COURSE FINAL ASSESSMENT AND GRADES WILL BE PROVIDED WITHIN ONE TO TWO WEEKS Additional self-study material will be provided Mergers and Acquisitions Page 5 of 5