國際併購與重組管理 Managing Global Acquisitions and Restructuring
國際併購與重組管理 Managing Global Acquisitions and Restructuring
Course Modules
Week 1 (2/22) -- Foundations of Global M&As and Strategic Restructuring; 2022 M&A Landscape -- Globally and Locally
Week 1 (2/22) -- Foundations of Global M&As and Strategic Restructuring; 2022 M&A Landscape -- Globally and Locally
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External ToolIs Taiwan's Battery Swap Tech the Future of EVs? Is Taiwan's Battery Swap Tech the Future of EVs?Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
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Discussion Topic(W1) Discussion Questions: Why did Gogoro pursue a merger approach to facilitate its global expansion? Do you think that Gogoro's business model makes it difficult to raise capital through IPO (initial public offering)? (W1) Discussion Questions: Why did Gogoro pursue a merger approach to facilitate its global expansion? Do you think that Gogoro's business model makes it difficult to raise capital through IPO (initial public offering)?Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 2 (2/27) Trends and Traps of Global M&As: Overpaid Premium and Liabilities of Foreignness
Week 2 (2/27) Trends and Traps of Global M&As: Overpaid Premium and Liabilities of Foreignness
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Discussion Topic(W2) Discussion Questions: Why did Taiwan's GlobalWafers's takeover attempt of Germany-based Siltronic fail? Were there industry and institutional considerations behind this policy decision? (W2) Discussion Questions: Why did Taiwan's GlobalWafers's takeover attempt of Germany-based Siltronic fail? Were there industry and institutional considerations behind this policy decision?Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 3 (3/5) -- Legal & Regulatory Issues on Global M&A; The Introduction to "Surely-Working" Case Study Method
Week 3 (3/5) -- Legal & Regulatory Issues on Global M&A; The Introduction to "Surely-Working" Case Study Method
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External ToolHow Microsoft And Sony Could Change The $200 Billion Video Game Industry How Microsoft And Sony Could Change The $200 Billion Video Game IndustryScore at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
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Discussion Topic(W3) Sample Case-Study Questions: (1) Did Microsoft's proposed acquisition of Activision Blizzard make sense in the rapidly changing digital-gaming landscape? (2) What regulatory barriers need to be overcome? (W3) Sample Case-Study Questions: (1) Did Microsoft's proposed acquisition of Activision Blizzard make sense in the rapidly changing digital-gaming landscape? (2) What regulatory barriers need to be overcome?Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 4 (3/12) -- Managing Taxation Discrepency, Social Impact, and Political Risk in the Cross-border Takeover
Week 4 (3/12) -- Managing Taxation Discrepency, Social Impact, and Political Risk in the Cross-border Takeover
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External ToolHow Companies Like Amazon, Nike and FedEx Avoid Taxes How Companies Like Amazon, Nike and FedEx Avoid TaxesScore at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
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External ToolWhy Deferred Tax Liabilities Get Created in an M&A Deal Why Deferred Tax Liabilities Get Created in an M&A DealScore at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
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External ToolDennis Lockhart on UBS-CS Deal Dennis Lockhart on UBS-CS DealScore at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
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Discussion Topic(W4) Discussion Questions: Comment on the prospect of UBS-CS deal announced on March 19, 2023, and then on its impact on the global financial services. (W4) Discussion Questions: Comment on the prospect of UBS-CS deal announced on March 19, 2023, and then on its impact on the global financial services.Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 5 (3/19) -- Corporate Restructuring for Turnaround and Transformation; Asset and Employee Restructuring
Week 5 (3/19) -- Corporate Restructuring for Turnaround and Transformation; Asset and Employee Restructuring
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Context Module Sub Header(Case) United Microelectronics Corp. (台灣聯電集團): Discussion Questions: (1) Why did UMC engage in two offshore investments – USXCM in China and Mie Fujitsu Semiconductor in Japan? Then, discuss the consequences of the acquisition of Mie Fujitsu on UMC’s opportunities in Internet-of-things (IoT) and 5G.(2) What drove the UMC group restructuring, in terms of “Five-in-One” merger and MediaTek spinoff? Could an alternative path for restructuring be more beneficial for consolidating its competitive positioning in the semiconductor industry? (3) UMC has emerged to benefit from intensifying US-China trade war, especially in the semiconductor industry. However, UMC’s subsidiary – USXCM in Xiamen – could spell a trouble. Do you think that UMC may need to divest its shares in USXCM? Explain the reasons why and why not. (4) When it comes to institutional challenges for UMC’s turnaround, USXCM’s licensing agreement to China state-owned Fujin Jinhwa IC Co. is at issue. What is your position in this regard – go or no-go for further licensing?Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 6 (3/26) -- Global M&A Strategies; Exit Mechanisms; Hostile Takeover Tactics
Week 6 (3/26) -- Global M&A Strategies; Exit Mechanisms; Hostile Takeover Tactics
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Context Module Sub Header(Case) Citigroup’s Global Exit 2021 -- Discussion Questions: (1) What motivated the global exits from the consumer banking business of 13 emerging economies announced in 2021? Given the trend of global banking, can the firm continue to act as a predator or may fall to be a prey in global consumer banking? (2) To what extent, Citigroup's past and current corporate restructuring activities have re-positioned itself to become a leader in global financial services? Comment on the industry trends in global consumer banking. (3) Why does Citigroup make such a massive restructuring effort right after its leadership change? Justify the strategic rationale for 2021 global exits from consumer banking, in its strategic refocus to regional wealth management centers located in Hong Kong, Singapore, Dubai, and London? (4) Describe the impact of Covid-19 Pandemic on Citigroup’s strategic positioning in the global banking landscape. Is the firm ready to exercise its growth options on its brand equity in emerging economies?Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
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External ToolCiti's 2022 Investor Day: CEO Presentation Citi's 2022 Investor Day: CEO PresentationScore at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 7 (4/2) Anti-takeover Measures; SPAC(Special Purpose Acquisition Company) Fund-Raising Strategy
Week 7 (4/2) Anti-takeover Measures; SPAC(Special Purpose Acquisition Company) Fund-Raising Strategy
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Week 8 (4/9) -- Hostile Takeovers & Investor Activism; Hedge Funds' Roles in Corporate Restructuring, M&A
Week 8 (4/9) -- Hostile Takeovers & Investor Activism; Hedge Funds' Roles in Corporate Restructuring, M&A
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Week 9 (4/16) -- Leveraged Buyout; Target Search; High-Yield Financing & Leveraged Loans
Week 9 (4/16) -- Leveraged Buyout; Target Search; High-Yield Financing & Leveraged Loans
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Context Module Sub Header(Case) Qualcomm-Autotalks -- Discussion Questions: Questions: (1) Why did Qualcomm search its target with automotive safety capability from Israel? (2) As high-tech hubs for founding startups aimed at developing cutting-edge technologies, Israel has positioned itself as one of the most innovative ecosystems in the world. Explain the reasons. (3) In terms of the integrating strategy, which one may be the most suitable for the Autotalks’s deal? (4) What are the feedbacks from Qualcomm’s clients on this deal-making? Do you agree on them?Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 10 (4/23) -- Private Equity Markets; PEFs' Roles in Portfolio Companies' Sustainability & Growth
Week 10 (4/23) -- Private Equity Markets; PEFs' Roles in Portfolio Companies' Sustainability & Growth
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Context Module Sub Header(Case) Coupang-Farfetch -- Discussion Questions: (1) What has changed in the luxury retail landscape? (2) What business model innovation has been pursued by Farfetch to respond to the changing luxury business? (3) To what extent, the target search by Coupang for expanding its e-commerce beyond Korea and general merchandizing is a strategic fit or an illusion? (4) What is your assessment of the post-merger integration challenge?Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 11 (4/30) -- Valuation of Global Business, Technologies & Digital Assets
Week 11 (4/30) -- Valuation of Global Business, Technologies & Digital Assets
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External ToolHow Equity Value & Enterprise Value Change in M&A Deals How Equity Value & Enterprise Value Change in M&A DealsScore at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
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Context Module Sub Header(Case) LVMH-Tiffany -- Discussion Questions: (1) From Tiffany’s perspective, LVMH’s financial and operation capabilities will be valuable, but why the deal was interrupted? (2) There were three scenarios for the LVMH-Tiffany deal-making. What might have happened it the hostile takeover scenario came true? What’s your assessment on the likelihood of the deal completion in the hostile context? (3) To which extent, LVMH’s M&A capability help weather the storm of the interrupted deal-making? (4) The polarization within the luxury-goods industry between top-performing groups provided the incentive for Tiffany to join LVMH. Justify this statement with supporting data and arguments.Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 12 (5/7) -- Post-Merger Integration; Restructuring in Bankruptcy
Week 12 (5/7) -- Post-Merger Integration; Restructuring in Bankruptcy
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Context Module Sub Header(Case) Ant Group -- Discussion Questions: (1) What happened to Ant Group’s failed IPO in 2020? Why was regular scrutiny from authorities tightened, by looking into everything from Ant Group’s escrow service to lending risk. (2) To which extent, Ant Group’s ownership structure was restructured to in compliance with China’s regulatory agencies? (3) What role played by Alipay in the context of China’s fintech? (4) A looming threat to Ant Group is the Chinese central bank’s creation of a digital yuan, which is part of a push to control the stability of its payment system. What may it affect its rescheduled IPO?Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 13 (5/14) -- Global Joint Ventures & Strategic Alliances; Managing Complex Business Partnerships
Week 13 (5/14) -- Global Joint Ventures & Strategic Alliances; Managing Complex Business Partnerships
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Context Module Sub Header(Case) Microsoft Cloud-Focused Acquisitions for Stretching Azure Ecosystem -- Discussion Questions: (1)Which factors have driven Microsoft’s cloud-focused acquisitions since 2020? (2) What challenges could the five acquisitions between 2020 and 2023 Q1 bring to Microsoft, in terms of post-merger integration? (3) What is changing in the 5G-AIoT marketplace? To what extent, the emergence of AI could affect Azure’s ecosystem? (4) Will regulatory headwind against the AI-powered technologies derail the bandwagon effect expected by Microsoft? Why and why NOT.Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 14 (5/21) -- Implementation of CSR & ESG in M&A/Restructuring Strategies Worldwide
Week 14 (5/21) -- Implementation of CSR & ESG in M&A/Restructuring Strategies Worldwide
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Context Module Sub Header(Case) Takeda-Shire -- Discussion Questions: (1) How important is research and development (R&D) and global footprints for Takeda’s success and survival in the global pharma industry? What institutional and competitive factors have put pressure on leading pharmas in Japan to go international?(2) Discuss the pros and cons of Japan’s “kieretsu”-type corporate governance structure. From the perspective of Takeda Group, how its corporate governance help implement its innovation-centered global strategy?(3) How well has Shire performed in the rare-disease drug market? How attractive was takeovers driven by tax-inversion transactions in the global pharma industry? Discuss the taxation motivation of Takeda-Shire deal.(4) Why did Japan-based Takeda risk mounting debt and cultural differences by acquiring Irish Shire? Will the changes in Ireland’s corporate taxation rules spell a trouble on the debt-payment capability of Takeda?Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 15 (5/28) -- Term Project Presentaiton; Remember to make class valuation on this MGAR course
Week 15 (5/28) -- Term Project Presentaiton; Remember to make class valuation on this MGAR course
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Context Module Sub HeaderEach Group's Term Project Content Guidelines & Report Structure:Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
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Context Module Sub HeaderEach study group should choose a firm or an industry to write ONE term project that aims at addressing issues related to global M&A and/or restructuring -- covered and discussed in our class lectures and discussions -- at the firm- or industry-level. Then, each group is expected to make ONE in-class/online oral presentation. The choice of the focal firm/industry for your term project is at your group members’ collective discretion. The max length of the term project is about 20 pages in Word-format, with 12-font letter size. The structure of the term project should include the following: (1) One-page Executive Summary; (2) Clarify strategic issues on global M&A and/or restructuring for such issues; (3) Describe such M&A and/or restructuring events (max. 2 pages); (4) Apply the analytical tools, frameworks, and concepts that you have learned from this MGAR course to analyze the drivers or factors behind these issues, and propose likely alternatives for M&A and/or restructuring strategies (min. 4 pages); (5) Compare and contrast the advantages and disadvantages of these alternatives, and prioritize them in terms of feasibility for implementation (min. 2 pages); (6) Recommend the choice of new strategic directions and implementation action programs, in response to the issues specified in (2).Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete
Week 16 (6/4) -- In-person or online consulting on MGAR's domain knowledge and career opportunities; The extra-credit assignment deadline is 12noon, today
Week 16 (6/4) -- In-person or online consulting on MGAR's domain knowledge and career opportunities; The extra-credit assignment deadline is 12noon, today
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AssignmentW16 Extra-Credit Assignment: From the perspective on Shareholder Activism, are CSR (Corporate Social Responsibilities) and/or ESG (Environmental, Social, Governance) considerations the more the better? Why and why not. W16 Extra-Credit Assignment: From the perspective on Shareholder Activism, are CSR (Corporate Social Responsibilities) and/or ESG (Environmental, Social, Governance) considerations the more the better? Why and why not.Score at least Must score at least to complete this module item Scored at least Module item has been completed by scoring at least View Must view in order to complete this module item Viewed Module item has been viewed and is complete Mark done Must mark this module item done in order to complete Marked done Module item marked as done and is complete Contribute Must contribute to this module item to complete it Contributed Contributed to this module item and is complete Submit Must submit this module item to complete it Submitted Module item submitted and is complete