Publications

March 2009 (Revised September 2010)
Case

HOYA Corporation (A)

By: W. Carl Kester and Masako Egawa

In 2007, HOYA of Japan must decide whether to change its friendly exchange offer for Pentax into a hostile cash tender offer. A surprising sequence of events had caused a friendly merger agreement to fall apart, resulting in a boardroom coup at Pentax and the... View Details

Keywords: Mergers and Acquisitions; Investment Activism; Corporate Governance; Governance Controls; Governing and Advisory Boards; Negotiation Tactics; Business and Shareholder Relations; Valuation; Japan

October 1998 (Revised January 1999)
Case

Echlin vs. SPX

By: Paul M. Healy, Bjorn N. Jorgensen and Penny Joseph

Echlin has received a hostile takeover offer from SPX. Both companies have been undertaking major restructurings, and Echlin's shareholders face a difficult decision of whether to support current management or sell out to SPX. Students are asked to analyze the two... View Details

Keywords: Acquisition; Financial Statements; Business and Shareholder Relations

March 1988
Case

Goodyear Restructuring

Features a firm with a strong, successful, clearly-defined product market strategy. In 1982, this strategy was augmented by new management to include other, conflicting goals. This has an immediate negative impact on the stock market's evaluation of Goodyear's stock... View Details

Keywords: Restructuring; Corporate Strategy; Mergers and Acquisitions; Corporate Finance; Rubber Industry

October 2007 (Revised December 2008)
Background Note

Evaluating M&A Deals: How Poison Pills Work

By: Carliss Y. Baldwin

The poison pill defense against hostile takeovers was invented in 1982 by Martin Lipton, of Wachtell, Lipton, Rosen and Katz. Pills are considered the most effective of all the normal defenses against a hostile bidder. Describes the two basic types of poison pills... View Details

Keywords: Negotiation Deal; Mergers and Acquisitions

April 2025
Case

Japan Industrial Partners Powers the Leveraged Buyout of Toshiba

By: Brian K. Baik, Joseph Pacelli and James Barnett

The case explores Japan Industrial Partners (JIP) $14 billion takeover of Toshiba Corporation (Toshiba). JIP was a private equity firm that took over the troubled electronics corporation in late 2023. The deal, which had been labeled one of the largest leveraged... View Details

August 2005 (Revised March 2007)
Case

Politics and Prudential Supervision: ABN Amro's Bid for Antonveneta (A)

By: Rawi E. Abdelal and Christopher Bruner

Involves the March 2005 takeover bid launched by ABN Amro, the Dutch bank, for Padua-based Banca Antoniana Popolare Veneta S.p.A. (Antonveneta)--a bid that many would view as a test of Italy's commitment to the creation of a single European market for financial... View Details

Keywords: History; Transformation; Business and Government Relations; Integration; Competitive Strategy; Mergers and Acquisitions; Emerging Markets; Financial Markets; Banks and Banking; Financial Services Industry; European Union; Italy

March 1988 (Revised July 1990)
Case

Walt Disney Productions: Greenmail

Considers a firm whose investment strategies have essentially run out. Walt Disney's original visions and goals have all been fulfilled and after his death no new ones are forthcoming. Disney faces repeated takeover attacks and is forced to either set new corporate... View Details

Keywords: Corporate Strategy; Crisis Management; Acquisition; Financial Strategy; Entertainment and Recreation Industry; United States

February 2000 (Revised April 2004)
Case

Butler Capital Partners and Autodistribution: Putting Private Equity to Work in France

Describes a proposed buyout transaction of Autodistribution, an entrepreneurial firm that is the leading car-parts distributor in France. The deal became feasible because of a failed takeover battle for Autodistribution's parent company. Private equity investor Butler... View Details

Keywords: Private Equity; Leveraged Buyouts; Valuation; Executive Compensation; Entrepreneurship; Distribution Industry; Auto Industry; France

16 Mar 2010
First Look

First Look: March 16

Managing such a firm in the era of globalization posed enormous challenges. The book covers the company's strategies and provides compelling evidence of its decision making, marketing, brand management, innovation, acquisition strategies,... View Details

Keywords: Martha Lagace

November 2015 (Revised March 2018)
Case

Air Products' Pursuit of Airgas (A)

By: Charles C.Y. Wang, Paul M. Healy, Penelope Rossano and Kyle Thomas

This case centers around the Air Products' hostile takeover attempt of Airgas in 2010. Air Products argued that its offer of a 38% premium is generous given Airgas' poor performance, which Air Products attributed to underperforming and entrenched managers at Airgas. On... View Details

Keywords: Acquisition; Business and Shareholder Relations; Industrial Products Industry; Energy Industry; Chemical Industry

December 1997
Case

American Cyanamid (A) & (B) (Combined)

American Home Products' (AHP) $9 billion hostile takeover of American Cyanamid (Cyanamid) was the largest merger-and-acquistion transaction in 1994, and made AHP the fourth largest pharmaceutical firm in the United States. At the time of AHP's offer, Cyanamid had... View Details

Keywords: Governing and Advisory Boards; Mergers and Acquisitions; Corporate Governance; Conflict and Resolution; Pharmaceutical Industry

April–May 2021
Article

Labor Mobility and Antitakeover Provisions

By: Aiyesha Dey and Joshua White

How do firms protect their human capital? We test whether firms facing an increased threat of being acquired strengthen their antitakeover provisions (ATPs) in order to bond with their employees. We use the adoption of the Inevitable Disclosure Doctrine (IDD) by U.S.... View Details

Keywords: Labor Mobility; Antitakeover Provisions; Trade Secrets; Implicit Contracting; Employee Bonding; Corporate Governance; Acquisition; Human Capital; Strategy; Innovation and Invention; Intellectual Property; Safety

22 Aug 2007
Research & Ideas

The Hedge Fund as Activist

higher price per share. (source: Figure 1 of our paper) Our hypothesis was that rather than effecting significant operational change, hedge funds create value by putting firms "in play" as potential merger or acquisition... View Details

Keywords: by Robin Greenwood; Financial Services

November 2007
Article

If Private Equity Sized Up Your Business

By: Robert C. Pozen

This article includes a one-page preview that quickly summarizes the key ideas and provides an overview of how the concepts work in practice along with suggestions for further reading. As the dust settles on the recent frenzy of private equity deals (including... View Details

Keywords: Mergers and Acquisitions; Capital Structure; Private Equity; Investment Return; Governing and Advisory Boards; Executive Compensation; Business and Shareholder Relations; Value Creation; Financial Services Industry

January 2022 (Revised April 2025)
Case

Steem Versus Hive: Testing Blockchain Governance

By: Shikhar Ghosh and Shweta Bagai

This case examines a pivotal governance conflict that occurred in 2020 when Justin Sun, founder of the TRON blockchain, acquired Steemit Inc., the company behind a popular social media platform operating on the Steem blockchain. Steem, launched in 2016 by Daniel... View Details

Keywords: Blockchain; Mergers and Acquisitions; Values and Beliefs; Corporate Governance; Organizational Culture; Social and Collaborative Networks; Technology Industry

May 2010
Article

Is Delaware's Antitakeover Statute Unconstitutional? Evidence from 1988-2008

By: Guhan Subramanian, Steven Herscovici and Brian Barbetta

Delaware's antitakeover statute, codified at Section 203 of the Delaware corporate code, is by far the most important antitakeover statute in the United States. When it was first enacted in 1988, three bidders challenged its constitutionality under the Commerce Clause... View Details

Keywords: Courts and Trials; Opportunities; Bids and Bidding; Laws and Statutes; Decisions; Change; Acquisition; United States