Mergers and Acquisitions

Syllabus

Course Codes: MBAT412 & MBAT415

Mergers and Acquisitions

Unit 1

Introduction: Overview of Mergers; Types and Characteristics; Motives Behind Mergers; Theories of Mergers-operating, Financial and Managerial Synergy of Mergers; Role of Industry Life Cycle-Development Stages; Value Creation through Mergers; Agents Contributing to Mergers and Acquisition Activities, Difference between Merger, Amalgamation, Absorbtion Reconstruction and Takeover.

Unit 2

Corporate Restructuring: Method of Restructuring-Joint Ventures, Sell-Off And Spin Off-Equity Carve-Outs, Leveraged Buy Outs (LBO)-Management Buy Outs-Master Limited Partnerships- Employees Stock Option Plans(ESOP).

Unit 3

Mergers and Acquisition Process: Process of Merger Integration-Process of Merger Integration-Organisational and Human Aspects; Managerial Challenges of Mergers and Acquisition. Strategic Fit and the M&A Decision.

Unit 4

Valuation: Benchmarks of Value; Valuation Approaches- Discounted Cash Flow Valuation- Valuing Relative Contribution–Valuing Comparables-Valuation of the Target’s Equity-Precedent Acquisition; Valuing Operating and Financial Synergy-Valuing Corporate Control-Valuing of Leveraged Buy Outs (LBO)- Methods of Financing Mergers-Cash Offer, Share Exchange Ratio-Merger as Capital Budgeting Decision.

Unit 5

Defensive Strategies in Restructuring: Accounting for Amalgamation- Polling Interest Method-Purchase Method; Procedure Laid Down under Indian Companies Act of 1956, Accounting Standard and SEBI Guidelines, Take over Defenses - Types and Techniques of Raid; Advance Preventive Measures; Strategies of Take overbid White Knights-White Square-Crown Jewel-Pacman’s Strategy-Golden Parachute-Poison Pills Strategy–Coercive Offers and Defense- Financial Defensive Measures-Anti Take Over Amendments.