Publications

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December 1994
Case

CNW Corporation

The Blackstone Group, an LBO firm, is considering a $1.7 billion leveraged acquisition of CNW Corp., a railroad holding company. Information is provided concerning historic and protected results and the proposed financial structure of the entity. Data is presented... View Details

Keywords: Valuation; Capital Structure; Leveraged Buyouts

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Article

Agency Costs, Mispricing, and Ownership Structure

By: Sergey Chernenko, C. Fritz Foley and Robin Greenwood

Standard theories of corporate ownership assume that because markets are efficient, insiders ultimately bear all agency costs that they create and therefore have a strong incentive to minimize conflicts of interest with outside investors. We argue that if equity is... View Details

Keywords: Business and Shareholder Relations; Ownership; Conflict of Interests; Investment; Valuation

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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

Outstanding Proceedings Award, 2015 Acad. of Legal Stud. in Bus.; Outstanding Paper, 2014 Pac. Sw. Acad. of Legal Stud. in Bus.; translation into Chinese and publication for the Chinese market. View Details

2008
Working Paper

Structural Closure and Exposure: Market Reactions to Announcements of Acquisitions and Divestitures

By: Mikolaj Jan Piskorski and Nitin Nohria

This paper develops an exchange-network perspective on corporate diversification and proposes two measures of corporate scope: structural closure and structural exposure. Structural closure focuses on exchanges of goods and services inside the firm... View Details

Keywords: Mergers and Acquisitions; Market Transactions; Diversification; Boundaries; Valuation

July 2013 (Revised July 2013)
Case

Powerchip Semiconductor Corporation

By: Willy Shih and Chen-Fu Chien

Powerchip Semiconductor Corporation has a horizontal firm structure in an industry that is predominantly organized vertically. While it has been successful in up markets, in the current down market its strategic rationale was being tested. As a capital-intensive... View Details

Keywords: Industry Structures; Organizational Structure; Partners and Partnerships; Competition; Horizontal Integration; Vertical Integration; Semiconductor Industry; Taiwan

June 2013
Case

Hess Corporation

By: Jay W. Lorsch and Kathleen Durante

On January 29, 2013, Elliott Management, a hedge fund run by Paul E. Singer, which owned 4.5% of Hess Corporation stock, put forward a slate of five independent directors it wanted elected to improve the company's performance. Elliott argued that Hess lacked focus and... View Details

Keywords: Takeover Attempt; Board; Hess; Governing and Advisory Boards; Organizational Structure; Acquisition; Financial Services Industry; Energy Industry

December 1998 (Revised May 1999)
Case

PlaceWare: Issues in Structuring a Xerox Technology Spinout

Xerox has established a process to spin out technologies it develops that do not fit with its current business needs. To structure these "spinouts," a number of issues arise on how to treat people and intellectual property. PlaceWare is the first technology to go... View Details

Keywords: Technology; Commercialization; Corporate Entrepreneurship; Intellectual Property

2022
Book

Corporate Criminal Investigations and Prosecutions

By: Leo R. Tsao, Daniel S. Kahn and Eugene F. Soltes

Over the past two decades, corporate criminal liability has developed into one of the fastest-growing and most dynamic areas of legal practice. The growth of corporate criminal enforcement has correlated with a broad shift in how the government investigates and... View Details

Keywords: Criminal Investigations; Crime and Corruption; Legal Liability

April 2025
Article

Transitioning Into Retirement: The Interplay of Self and Life Structure

By: Marcy Crary, Douglas T. (Tim) Hall, Kathy E. Kram, Teresa M. Amabile and Lotte Bailyn

This paper explores the psychological, social, and behavioral ways in which professionals end their corporate careers and reorient themselves and their lives in the transition from employment to retirement. Framed within life course theory, specifically the adult... View Details

Keywords: Retirement; Behavior; Transition; Identity

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Research Summary

Comparative Corporate Governance

Dyck's research identifies the important role that institutions external to the firm play in determining corporate governance abuses, financial sector development, and the success of government policies such as privatization. In recent work Dyck develops an empirical... View Details

TeachingInterests

Making Corporate Boards More Effective

By: Guhan Subramanian

While your corporate board may have broadly defined legal duties, its role in evaluating management, providing strategic oversight, and dealing with the complexity of today's regulatory environment has never been more tested—or more... View Details

2018
Working Paper

Corporate Refinancing, Covenants, and the Agency Cost of Debt

By: Daniel Green

How valuable are restrictive debt covenants in reducing the agency costs of debt? I exploit the revealed preference decision to refinance fixed-coupon bonds, which weighs observable interest rate savings against the unobservable costs of a change in restrictive... View Details

Keywords: Covenants; Refinancing; Corporate Bonds; Agency Costs; Debt Policy; Borrowing and Debt; Bonds; Interest Rates

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Research Summary

Corporate Risk Management

Traditionally companies have managed different kinds of risk individually: the corporate treasurer or finance director handles credit risk and foreign exchange risk, the human resources manager handles employment risk, and so on. Integrated risk management calls for... View Details

January 2024 (Revised June 2024)
Case

School of Rock: Tuning into Structured Empowerment (A)

By: Tatiana Sandino, Jeffrey Rayport, Samuel Grad and Stacy Straaberg

In summer 2021, School of Rock was a youth-oriented music education company with 291 franchise- and company-owned schools globally. Before CEO Rob Price’s hire in 2017, School of Rock’s nonconformist rock ‘n’ roll culture led to variability in teaching styles,... View Details

March 1996 (Revised July 1996)
Case

Service Corporation International

By: Benjamin C. Esty and Craig F Schreiber

The CFO of a high-growth company in the low-growth and fragmented funeral services industry must decide how to optimize capital structure and earnings growth while maximizing the company's market value. View Details

Keywords: Financial Management; Value Creation; Business Growth and Maturation; Consolidation; Industry Growth; Capital Structure; Expansion; Service Industry; United States; North and Central America