FIE443 Mergers and Acquisitions

• Topics

  FIE443 is a course on corporate mergers and acquisitions (M&A). Students will obtain the necessary skills to structure a deal or form an opinion about a proposed transaction. The course is relevant for anyone seeking a career in investment banking, consulting, private equity, or the corporate sector.

  The course covers a broad range of M&A-related topics, such as synergies and value creation in mergers, choice of payment method, valuation of contingent payments, deal protection devices, incentive effects of deal financing, merger arbitrage, empty voting, bidding strategies, merger negotiations, leveraged buyouts (LBOs), hostile takeovers, defensive tactics, and minority buyouts. It introduces key legal and regulatory issues for takeovers, including filing requirements, fiduciary duties of the target board of directors, and antitrust regulation.

• Learning outcome

  Students will obtain skills that are necessary to structure a deal or form an opinion about a proposed takeover transaction. Upon completion of the course, students can:

  Knowledge

  • Understand the key issues in M&A (listed in topics above).

  Skills

  • Value a target company.
  • Identify, structure, and pitch an M&A transaction to a potential target or acquirer.
  • Recognize key principles of successful negotiations.

  General competencies

  • Work in a team to manage a large workload in a short period of time.
  • Discuss and present their analysis in front of a large group.

• Teaching

  This is a case-based course supported by lectures and visitors. While the readings are extensive, the course emphasizes analyzing the assigned cases.

  Students have a responsibility to come well prepared and participate actively in classroom discussions. You should be ready to discuss your analysis of the assigned case and show your calculations. I encourage voluntary participation but may call on any student.

  At the beginning of the term, I will assign teams of four students. I expect you to prepare for class and do the term project assignment together with your team.

  The course is taught relatively intensively from mid-January to mid-March. The term projects are due and will be presented by students in May. For a detailed course outline, email karin.thorburn@nhh.no.

  You may not use notes or other material from any previous offering of this or a similar course or discuss the material with students who have already taken the course. This restriction extends to case-related information obtained from the internet or other sources. I do not allow the use of electronic devices in class. Bring notes and printouts of your calculations to class.

• Recommended prerequisites

  Students are expected to have taken a master-level course in corporate finance, such as FIE402 or equivalent, and be familiar with Excel.

• Required prerequisites

  Students are required to have taken a master-level course in corporate finance, such as FIE402 or equivalent, and be familiar with excel and words.

• Compulsory Activity

  Class attendance is mandatory. Students should attend every class, including classes taught by visitors. While I may grant permission to miss a class for personal reasons, you must ask for permission in advance. A student missing more than two classes without prior approval will fail the course.

  This course will be closed for registration after the 3rd class session.

• Assessment

  The course is taught in English.

  Portfolio assessment:

  The grade is based on a portfolio consisting of class participation (approximately 35%), quizzes (approximately 5%), a written term paper and the presentation of this term paper (approximately 50%), and a peer review (approximately 10%). One grade is given for the entire portfolio. Grading scale A-F.

  Class participation and quizzes are individual efforts. The evaluation of class participation will reflect the quality of a student's comments and insights, as well as the intensity of participation. There is no makeup for a missed class.

  The term project is a group assignment, with a written term paper and a presentation as deliveries. The assignment is to propose, structure, and analyze a potential takeover transaction. The presentation can take the form of a pitch, convincing the target or the bidder of the benefits, or simply discussing the pros and cons of the transaction. The project presentations will take place in the first half of May. Students should attend the full day of presentations. I will invite a panel of industry professionals to help evaluate the presentations.

  At the end of the term, students will evaluate the contribution of his/her team members. The peer review requires you to behave in a responsible and respectful manner. If I deem a student to deviate from such behavior, I may overrule the peer review.

  Since this is a case-based course with several cases reappearing year after year, students can take the course only once. It is possible to retake the course only if a student fails. However, the evaluation of class participation for cases previously discussed will not improve. As the assessment in this course by its nature cannot be re-examined, the grades awarded may not be appealed.

• Grading Scale

  A - F.

• Computer tools

  Microsoft office (Excel, Words, and Power Point)

• Literature

  Mergers, acquisitions, and corporate restructurings by Patrick A. Gaughan, 7th ed., John Wiley & Sons, 2017.

  Course package, containing articles and cases.