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Corporate and Industry Restructuring

Advanced strategies for organizational transformation and renewal

Course Overview

Understanding corporate transformation within an agency cost framework

This advanced course addresses the complex challenges of corporate finance and governance in the modern business landscape. The curriculum focuses on critical topics including organizational forms selection, mergers and acquisitions strategies, demergers, leveraged transactions, takeover defenses, financial distress management, executive compensation structures, institutional investor relations, board composition, and shareholder activism.

Many of these topics are examined within an agency cost framework, with particular emphasis on conflicts among shareholders, managers, and other stakeholders. This approach provides students with a comprehensive understanding of the dynamics that drive corporate decision-making and organizational change.

The reading materials draw from diverse sources including academic textbooks, peer-reviewed journals, and current business news. The course features numerous case studies of well-known companies that have experienced significant organizational challenges, offering students practical insights into real-world applications of corporate restructuring principles.

Corporate Restructuring

Course Modules

Key topics covered throughout the semester

Organizational Forms and Corporate Structure

Examination of different organizational forms and their implications for governance, financing, and operations. Analysis of corporate structure optimization for various business objectives and environments.

Mergers, Acquisitions, and Divestitures

Comprehensive analysis of transaction strategies, valuation methods, deal structuring, and post-merger integration. Exploration of divestitures, spin-offs, and carve-outs as strategic options for corporate renewal.

Leveraged Transactions and Financial Engineering

Study of leveraged buyouts, recapitalizations, and other financial engineering techniques. Assessment of debt structures, covenant design, and risk management in highly leveraged situations.

Financial Distress and Restructuring

Analysis of distress prediction models, workout strategies, bankruptcy processes, and debt restructuring approaches. Case studies of successful and unsuccessful corporate turnarounds and reorganizations.

Governance and Shareholder Value

Examination of corporate governance mechanisms, executive compensation design, activist investor strategies, and board effectiveness. Analysis of how governance structures influence firm performance and shareholder value creation.

Course Details

Academic information and requirements

Prerequisites

  • Corporate Finance (undergraduate or MBA level)
  • Financial Accounting
  • For law students: One semester of foundational corporate law

Assessment

  • Case analyses and participation: 25%
  • Midterm examination: 25%
  • Group project on restructuring analysis: 20%
  • Final examination: 30%

Required Materials

  • Vanderbilt, R. (2023). Corporate Restructuring: Strategy, Execution, and Value Creation. Harvard Business Press.
  • Case packet with 12-15 Harvard Business School cases
  • Selected readings from academic journals (provided electronically)