Publications

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November 2017
Case

Third Point Paints a Target on Sotheby's

By: Lena G. Goldberg

When faced with the increasing accumulation of its stock by activist investors led by Daniel Loeb’s Third Point LLC and the activists’ stated objective to replace management and at least some Sotheby’s Board members, Sotheby’s, the world’s oldest auction house,... View Details

Keywords: Fiduciary Duties; Activists; Activist Investors; Rights Plan; Poison Pills; Takeover Defenses; Corporate Governance; Laws and Statutes; Lawsuits and Litigation; Ownership Stake; Value Creation; Crisis Management

February 1998
Case

Lyondell Petrochemical Company

By: Jay W. Lorsch and Daniel P. Erikson

In August 1994, Lyondell Petrochemical Co.'s corporate parent and largest single shareholder effectively shed its stock, resulting in the resignation of 5 of its 11 directors. The remaining outside directors immediately acted to overhaul the executive compensation plan... View Details

Keywords: Corporate Governance; Governing and Advisory Boards; Executive Compensation; Design; Business or Company Management; Management Teams; Mining Industry

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05 Oct 2009
Research & Ideas

The Vanguard Corporation

In her new book SuperCorp, Rosabeth Moss Kanter argues that capitalism is near a crossroads. The old ways of doing business no longer work. Traditional leadership roles are breaking down. And the public is fed up with greedy executives and their institutions that feast... View Details

Keywords: by Sean Silverthorne

August 1998
Case

General Motors Corp. (D),The : 1993-1996

By: Peter Tufano

The fourth in a four-part series, the case details the financial policies and practices at General Motors from 1990 to 1996. This case describes the set of financial decisions taken by the firm as its business recovered, and focuses on an immediate decision faced by... View Details

Keywords: Corporate Finance; Auto Industry; United States

March 2024
Supplement

ELCA's Series A Cap Table Exercise (Instructor Version)

By: Raymond Kluender and Anke Becker

In ELCA, the company must decide between two term sheets: one put forth by STV and one put forth by ESV.

This exercise is an analysis of the implications of these two term sheets on the ownership structure and the payouts of common and preferred... View Details

Keywords: Analysis; Venture Capital; Investment; Ownership Stake

June 2007 (Revised January 2009)
Case

Nextel Partners: Put Option

By: Timothy A. Luehrman and Douglas Scott

Nextel Partners' shareholders have voted to exercise a put option that will require the company's largest shareholder, Sprint Nextel Corp., to purchase all the shares it does not already own. However, the put option does not stipulate a price to be paid, but rather a... View Details

Keywords: Mergers and Acquisitions; Stock Options; Price; Public Ownership; Valuation

November 2010 (Revised April 2011)
Supplement

Magna International, Inc. (A) (CW)

By: Timothy A. Luehrman and Yuhai Xuan

Magna International, Inc., a Canadian-based automotive parts manufacturer, is considering whether and how to unwind its dual-class ownership structure. A family trust controlled by the founder owns a 0.65% economic interest in the company but has 66% of the votes via a... View Details

Keywords: Cost vs Benefits; Voting; Governance Controls; Market Transactions; Production; Ownership; Business and Shareholder Relations; Value Creation; Auto Industry; Manufacturing Industry; Canada

Research Summary

Overview

In the light of multiple corporate debacles, financial crises and environmental disasters across the globe, the need for corporate goals to transition from simply maximizing shareholder wealth to optimizing stakeholder welfare is being echoed in various quarters. Dr.... View Details

Keywords: Corporate Responsibility; Stakeholder Management; Social Enterprise; Inclusive Growth; Business and Stakeholder Relations; Corporate Social Responsibility and Impact; India

October 2012
Article

The Effect of Reference Point Prices on Mergers and Acquisitions

By: Malcolm Baker, Xin Pan and Jeffrey Wurgler

Prior stock price peaks of targets affect several aspects of merger and acquisition activity. Offer prices are biased toward recent peak prices although they are economically unremarkable. An offer's probability of acceptance jumps discontinuously when it exceeds a... View Details

Keywords: Mergers and Acquisitions; Stocks; Price; Valuation; Negotiation

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Fall 2013
Article

In Strange Company: The Puzzle of Private Investment in State-Controlled Firms

By: Mariana Pargendler, Aldo Musacchio and Sergio G. Lazzarini

A large legal and economic literature describes how state-owned enterprises (SOEs) suffer from a variety of agency and political problems. Less theory and evidence, however, have been generated about the reasons why state-owned enterprises listed in stock markets... View Details

Keywords: State-owned Enterprises; Oil Companies; Corporate Governance; Business and Shareholder Relations; Energy Industry; Brazil; Mexico; Norway

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July 2005 (Revised September 2020)
Case

The U.S. Current Account Deficit

By: Laura Alfaro, Rafael Di Tella, Ingrid Vogel, Renee Kim, Sarah Jeong, Matthew Johnson and Jonathan Schlefer

Investors and policymakers throughout the world were confronted with the risk of painful economic consequences arising from the large U.S. current account deficit. In 2007, the U.S. current account deficit was $731 billion, equivalent to 5.3% of GDP. The implications... View Details

Keywords: World Economy; Macroeconomics; Borrowing and Debt; Currency; Foreign Direct Investment; Business and Government Relations; United States

October 14, 2019
Article

A Guide to the Big Ideas and Debates in Corporate Governance

By: Lynn S. Paine and Suraj Srinivasan

How corporations govern themselves has become a matter of broad public interest in recent decades. Amid this many commentators and experts still disagree on such basic matters as the purpose of the corporation, the role of corporate boards of directors, the rights of... View Details

Keywords: Corporate Governance; Mission and Purpose; Governing and Advisory Boards; Business and Shareholder Relations; Performance; Measurement and Metrics

February 2005 (Revised March 2009)
Case

Arauco (A): Forward Integration or Horizontal Expansion?

By: Ramon Casadesus-Masanell, Jorge Tarzijan and Jordan Mitchell

Celulosa Arauco is a major Chilean producer of market pulp and wood products. Owning over 1.2 million hectares of forest in Chile, Argentina, and Uruguay, the company's key advantage is the ideal growing conditions in which the company's forests are located. As of... View Details

Keywords: Decision Choices and Conditions; Competitive Advantage; Diversification; Expansion; Vertical Integration; Forest Products Industry; Chile