Publications

2005
Working Paper

Designs and Design Architecture: The Missing Link Between "Knowledge" and the "Economy"

January 2005 (Revised April 2006)
Case

Four Deals

By: Carliss Y. Baldwin

Describes four disguised deals with different characteristics from the perspective of the acquirer. Asks students to compare, contrast, and rank the opportunities. View Details

Keywords: Mergers and Acquisitions; Negotiation Deal

2004
Working Paper

Exploring the Structure of Complex Software Designs: An Empirical Study of Open Source and Proprietary Code

By: Alan MacCormack, John Rusnak and Carliss Y. Baldwin

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2004
Working Paper

Modularity in the Design of Complex Engineering Systems

2004
Book

Design Rules, Volume 1, The Power of Modularity

2004
Preface

Preface to the Japanese Edition

Keywords: Japan

2003
Working Paper

The Architecture of Cooperation: Does Code Architecture Mitigate Free Riding in the Open Source Development Model?

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2003
Working Paper

Design Rules: Volume 1, the Power of Modularity: Preface to the Japanese Edition

By: Carliss Y. Baldwin and Kim Clark

2003
Working Paper

The Pricing and Profitability of Modular Clusters

By: Carliss Y. Baldwin, Kim Clark and C. Jason Woodard

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July 2003 (Revised February 2004)
Background Note

M&A Legal Context: Standards Related to the Sale or Purchase of a Company

By: Carliss Y. Baldwin, Constance E. Bagley and James Quinn

Introduces students to the legal standards affecting officers and directors when selling or purchasing a company. Provides a practical understanding of the Revlon Standard, the Securities and Exchange Act of 1934, Rule 10b-5, and the legal criteria for a cause of... View Details

Keywords: Laws and Statutes; Law Enforcement; Government Legislation; Acquisition; Business Exit or Shutdown; Corporate Governance; Going Public; Courts and Trials

July 2003 (Revised February 2004)
Background Note

M&A Legal Context: Hostile Takeovers

By: Carliss Y. Baldwin, Constance E. Bagley and James Quinn

Introduces students to the main tactical maneuvers used by hostile bidders, including bear hugs, proxy fights, tender offers, and toeholds. Also describes how, in the United States, tender offers are regulated by the federal government via the Williams Act. View Details

Keywords: Acquisition; Cash; Governing Rules, Regulations, and Reforms; Code Law; Bids and Bidding; United States

June 2003 (Revised September 2003)
Background Note

Acquisitions & Alliances: Introduction to the Course

By: Carliss Y. Baldwin

Helps students understand the multiple forms M&A deals can take, while framing the underlying dimensions that managers must consider when designing or assessing a given deal. Begins by introducing students to the ways in which M&A activity creates value, proceeds by... View Details

Keywords: Alliances; Mergers and Acquisitions

June 2003
Case

IBM and Linux (A)

By: Carliss Y. Baldwin, Siobhan O'Mahony and James Quinn

In the fall of 1998, Dan Frye, member of IBM's emerging technologies and business team, is trying to decide whether to forge a strategic alliance with the Linux Development Community (LDC). Just two years earlier, IBM had its first exposure to an "open source" software... View Details

Keywords: Mergers and Acquisitions; Open Source Distribution; Problems and Challenges; Alliances; Cooperation; Computer Industry; Information Technology Industry

June 2003 (Revised June 2003)
Background Note

M & A Legal Context: Basic Framework for Corporate Governance

By: Carliss Y. Baldwin, Constance E. Bagley and James Quinn

Students are introduced to the basic framework for corporate governance. Begins by describing the complex role of the modern corporation, then proceeds by discussing the fiduciary duties to which a board of trustees is bound (duty of care, duty of loyalty, etc.), and... View Details

Keywords: Framework; Corporate Governance

March 2003
Case

Compaq's Struggle

By: Carliss Y. Baldwin and David Lane

In 1997, Compaq Computer was locked in price competition with industry leader Dell. Although Compaq sought to escape difficulty by acquiring Digital Equipment Corp. ,a maker of more lucrative servers and minicomputers, in 1998 the simultaneous effort to remain a... View Details

Keywords: Mergers and Acquisitions; Business Exit or Shutdown; Asset Pricing; Alliances; Competitive Strategy; Computer Industry

March 2003 (Revised January 2008)
Case

Northrop versus TRW

By: Carliss Y. Baldwin and James Quinn

TRW, a leading supplier of advanced technology products for the auto, defense, and aerospace markets, receives an unexpected stock-for-stock offer from defense company Northrop Grumman Corp. The $11.4 billion aggregate offer, which represents a 22% premium over the... View Details

Keywords: Mergers and Acquisitions; Decision Choices and Conditions; Governing and Advisory Boards; Laws and Statutes; Negotiation Tactics; Valuation; Aerospace Industry; Auto Industry; Ohio

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2003
Working Paper

Market Discipline in the Thrift Industry and the Cost of Deposit Insurance

By: Benjamin C. Esty and C. Y. Baldwin

2002
Chapter

The Value and Cost of Modularity

Keywords: Value; Cost

September 2002 (Revised March 2003)
Technical Note

Technical Note on Equity-Linked Consideration, Part 1: All-Stock Deals

By: Carliss Y. Baldwin

What the acquiring company pays for a target in a merger or acquisition is called "consideration." Consideration can be in the form of cash, shares, or a combination of cash and shares. During the 1990s, equity-linked consideration became the dominant method of payment... View Details

Keywords: Price; Acquisition; Business and Shareholder Relations