Course Outline
Merger Acquisition and Corporate Restructuring
Course Code: MBAO0004 Year: II Trimester: IV Max. Hours: 30
Preamble: The course is intended to develop familiarity with the theory and empirical
evidence related to strategic alliances and various allied finance related issues. Major topics
include theories and motives behind M&A, Financial Engineering, Takeover Defenses,
Valuation of M&A, Pricing of M&A Deals, and Legal framework as to M&A in India.
Emphasis will be put on recent cases of corporate alliances and exploration of synergy benefits
of such deals to understand the relevance of M&A in global business environment.
Objectives of the Course:
To develop an understanding of the motives and modes of M&A in contemporary business environment.
To enable the students to explore the valuation of M&A deals from finance perspective
To instill in them the ability to evaluate the benefits and costs of M&A deals.
Introduction
Business Alliances: Various Forms of Business Alliances,
Strategic Choice of Type of Business Alliance, Basic
Concepts in M&A, Forces driving M&A Activities, Types of
Merger, Motives behind Mergers, Theories of M&A,
UNIT – I (4 Sessions)
Operating, Financial and Managerial Synergy of Mergers,
Merger Process, Legal Procedures, Major Challenges to
success of Mergers, Due Diligence
Corporate Restructuring: Reasons, Broad Areas, Techniques,
Implications
Takeover Defenses
Defensive Operating Performance, Defensive Financial
UNIT –II Techniques, Restructuring and Financial Engineering, Anti- (4 Sessions)
takeover Charter Amendments, Other Board or Management
Methods, Post Acquisition Bid Techniques
Valuation of M&A (I)
UNIT – III Valuation Approaches, Discounted Cash Flow Valuation, (7 Sessions)
Relative Valuation, Valuing Operating & Financial Synergy,
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Master of Business Administration 91
Course Curriculum (Session 2018-20)
Valuing Corporate Control, Share Exchange Ratio
MID-TERM EXAMINATION
Valuation of M&A (II)
Pricing of M&A Deals, Estimating Merger Gains and Costs,
UNIT – IV (5 Sessions)
Methods of Payment in Merger Transactions, Comparable
Companies or Transactions Approach
Key Financial Management Issues in M&A
Mergers as a Capital Budgeting Decision, Cost of Capital,
UNIT – V (6 Sessions)
Financing the Mergers and Takeovers, Tax Planning for
M&A
M&A Ethical and Legal Framework
Ethical Issues of Merger and Take-over, Legal and
UNIT – VI Regulatory Framework of M & A, Provisions of Company’s (4 Sessions)
Act 1956, Indian Income Tax act 1961, SEBI Takeover Code,
Provisions of Competition Act
Provision for presentations / assignments / case analysis in additional sessions
1 Session = 60 Minutes
TEXT BOOKS:
B Rajesh Kumar (2010). Mergers & Acquisitions: Text & Cases. McGraw Hill Education.
Chandrashekar Krishna Murthy & Vishwanath S.R (2008). Merger Acquisitions & Corporate
Restructuring. Sage Publication.
REFERENCE BOOKS:
Ashwath Damodaran (2010). Corporate Finance – Theory And Practice. John Wiley & Sons
Ravindhar Vadapalli (2007). Mergers Acquisitions and Business Valuation; Excel books, 1/e
Sudi Sudarsanam (2003). Value Creation from Mergers and Acquisitions. Pearson Education,
1/e
Weston, Mitchel And Mulherin (2003). Takeovers, Restructuring And Corporate Governance.
Pearson Education, 4/e
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