This course is designed to provide an understanding of the essential elements of Joint Ventures, Mergers and Acquisitions with the basic methods of valuation, post-merger valuation, methods of payment and financing options at global level.
At the end of the course, students should be able to:
Unit I (2 weeks)
Corporate Restructuring: meaning, need, different approaches and types of restructuring; Joint Ventures: Concept and Meaning of Joint Ventures, Need and Types of Joint Ventures, Structures and Problems faced in Joint Ventures, Joint Ventures and Strategic Alliance. Some relevant case study of successful and failed joined ventures.
References:
Weston, Fred; Chung, Kwang S. and Siu, Jon A.: Takeovers, Restructuring and Corporate Governance, Pearson Education. (Chapter – 1, 14)
Das Bhagaban: Corporate Restructuring, Merger, Acquisition and Other Forms, Himalaya Publishing House. (Chapter 1, 13, 14)
Godbole Prasad G: Merger, Acquisitions and Corporate Restructuring, Vikas. (Chapter 1, 2)
Khan Sheeba and Kapil Kanwal N.: Merger and Acquisitions, Wiley. (Chapter 1, 2)
Unit II (3 weeks)
Mergers and Acquisitions (M&A): Introduction to mergers, types of mergers, theories of mergers and acquisitions; Cross-border mergers and acquisitions, issues and challenges in cross border M&A. Handling cross-culture and taxations issues in cross-border M&A. Analysis of Post-Merger Performance. Fast track merger. Merger strategy – growth, synergy, operating synergy, financial synergy, diversification. Demerger, types of demerger, reverse merger, buyback of shares, leverage buy-out strategy. Takeover and its types, takeover strategy, takeover bids, legal framework for mergers and acquisitions, leverages and buyouts; Hostile tender offers and various anti-takeover strategies, criteria for negotiating friendly takeover.
References:
Weston, Fred; Chung, Kwang S. and Siu, Jon A.: Takeovers, Restructuring and Corporate Governance, Pearson Education. (Chapter – 6, 7, 19)
Das Bhagaban: Corporate Restructuring, Merger, Acquisition and Other Forms, Himalaya Publishing House. (Chapter 3, 4, 11, 12, 15, 17)
Godbole Prasad G: Merger, Acquisitions and Corporate Restructuring. (Chapter 3, 4, 5)
Khan Sheeba and Kapil Kanwal N.: Merger and Acquisitions, Wiley. (Chapter 3, 4, 5, 14, 16)
Unit III (2 weeks)
Deal Valuation and Evaluation: Factors affecting valuation basics, methods of valuation, cash flow approaches, economic value added (EVA), sensitivity analysis, Valuation for slump sale, valuation of synergy, cost-benefit analysis and swap ratio determination.
References:
Das Bhagaban: Corporate Restructuring, Merger, Acquisition and Other Forms, Himalaya Publishing House. (Chapter 6, 7, 15)
Godbole Prasad G: Merger, Acquisitions and Corporate Restructuring. (Chapter 8, 13, 16)
Khan Sheeba and Kapil Kanwal N.: Merger and Acquisitions, Wiley. (Chapter 10, 11, 14, 15, 16)
Unit IV (2 weeks)
Post-Merger Evaluation: Financial Evaluation of Mergers and Acquisitions, Impact on shareholders’ Wealth, Methods of payment and financing options in mergers and acquisitions, Competition law 2002, SEBI (Securities and Exchange Board of India) Takeover Code 2011.
References:
Das Bhagaban: Corporate Restructuring, Merger, Acquisition and Other Forms, Himalaya Publishing House. (Chapter 8)
Godbole Prasad G: Merger, Acquisitions and Corporate Restructuring. (Chapter 9 )
Khan Sheeba and Kapil Kanwal N.: Merger and Acquisitions, Wiley. (Chapter 15)
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