Mergers, Acquisitions and Corporate Restructuring

Syllabus

Code: 18MBAFM401- MERGERS, ACQUISITIONS AND CORPORATE RESTRUCTURING

Unit 1:

Introduction of M & A: Meaning-Typing of Mergers-Merger Motives-Theories of Mergers-Mergers and Industry Life Cycle, Reasons for Failures of M & A-Synergy-Types of Synergy-Value Creation in M&A-SWOT Analysis-BCG Matrix. (Theory).

Unit 2:

Merger Process: Procedure for Effecting M & A –Five-Stage Model-Due Diligence-Types, Process and Challenges of Due Diligence-HR Aspects of M & A-Tips for Successful Mergers-Process of Merger Integration. (Theory).

Unit 3:

Financial Evaluation of M & A: Merger as a Capital Budgeting-Business Valuation Approaches-Asset Based, Market Based and Income Based Approaches-Exchange Ratio (Swap Ratio)-Methods of determining Exchange Rate. (Theory and Problems).

Unit 4:

Accounting Aspects of Amalgamation: Types of Amalgamations (Amalgamation in the Nature of Merger and Amalgamation in the Nature of Purchase)-Methods of Accounting-Pooling of Interest Method and Purchase Method)-Calculation of Purchase Consideration-Journal Entries in the Books of Transferor & Transferee Company-Ledger Accounts in the Books of Transferor and Transferee Companies. (Theory and Problems).

Unit 5:

Acquisitions/Takeovers:  Meaning and Types of Acquisition/Takeovers (Friendly and Hostile Takeover)-Anti-Takeover Strategies-Anti-Takeover Amendments-Legal Aspects of M & A-Combination and Competition Act-2002 Competition Commission of India (CCI)- The SEBI Substantial Acquisition of Shares and Takeover (Takeover code-2011). (Theory).

Unit 6:

Corporate Restructuring: Meaning, Significance and Forms of Restructuring-Sell-off, Spin-off, Divestitures, Demerger, Equity Carve Out (ECO), Leveraged Buy Outs (LBO), Management Buy Out (MBO), Master Limited Partnership (MLP), Limited Liability Partnership (LLP) and Joint Ventures. (Theory).

Question Paper: 60% Theory and 40% Problems