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- All HBS Web (246)
- Faculty Publications (120)
- October 2018
- Case
The Proxy Fight at ADP
By: Robin Greenwood and E. Scott Mayfield
In July 2017, shares of Automatic Data Processing, Inc. (ADP) surged 12% following a report that the activist investor Bill Ackman had acquired a sizable stake in the company and planned to nominate his own slate of directors at the company’s annual meeting in... View Details
Greenwood, Robin, and E. Scott Mayfield. "The Proxy Fight at ADP." Harvard Business School Case 219-052, October 2018.
- December 2017 (Revised June 2021)
- Case
Tesla's Bid for SolarCity
By: Charles C.Y. Wang and Raaj Zutshi
In October 2016, Tesla asked its shareholders to ratify their $2.4 billion bid for SolarCity. Tesla had announced a series of large projects in the preceding months including the unveiling of the Model 3, the new Solar Roof, and pushing forward the opening of the... View Details
Wang, Charles C.Y., and Raaj Zutshi. "Tesla's Bid for SolarCity (A)." Harvard Business School Case 118-044, December 2017. (Revised June 2021.)
- November 2010
- Supplement
Magna International, Inc. (B)
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: Business and Shareholder Relations; Value Creation; Voting; Family Ownership; Cost; Cost vs Benefits; Stock Shares; Governance Controls; Governing and Advisory Boards; Manufacturing Industry; Auto Industry; Canada
Luehrman, Timothy A., and Yuhai Xuan. "Magna International, Inc. (B)." Harvard Business School Supplement 211-045, November 2010.
- January 2001 (Revised March 2002)
- Case
Ford Motor Company's Value Enhancement Plan
By: Andre F. Perold
In April 2000, Ford Motor Co. announced a shareholder Value Enhancement Plan (VEP) to significantly recapitalize the firm's ownership structure. Ford had accumulated $23 billion in cash reserves and under the VEP would return as much as $10 billion of this cash to... View Details
Keywords: Restructuring; Forecasting and Prediction; Capital Structure; Cash; Financial Liquidity; Policy; Business and Shareholder Relations; Value; Auto Industry
Perold, Andre F. "Ford Motor Company's Value Enhancement Plan." Harvard Business School Case 201-079, January 2001. (Revised March 2002.)
- July 2012
- Case
El Paso's Sale to Kinder Morgan
By: John Coates, Clayton Rose and David Lane
On October 16, 2011, El Paso agreed to sell itself to Kinder Morgan for just over $21 billion. Shareholders filed suit, arguing that the process was tainted by conflict and that a higher price could be obtained. Delaware Chancellor Leo Strine agreed with the plaintiffs... View Details
Keywords: El Paso; Kinder Morgan; Goldman Sachs; Leo Strine; Conflicts Of Interest; Corporate Governance; Relationships; Lawsuits and Litigation; Energy Industry; Banking Industry; United States
Coates, John, Clayton Rose, and David Lane. "El Paso's Sale to Kinder Morgan." Harvard Business School Case 313-021, July 2012.
- January 2017
- Case
T. Rowe Price and the Dell Inc. MBO (A)
By: Lena G. Goldberg
T. Rowe Price’s mutual funds, separate accounts, institutional investors, and retirement accounts were, in the aggregate, Dell Inc.’s third largest shareholder in 2013 when Dell announced a management-led buyout, or MBO, structured as a merger. In considering whether... View Details
Keywords: Fiduciary Duties; Management Buy-out; Mergers and Acquisitions; Valuation; Business and Shareholder Relations; Financial Services Industry; Computer Industry; Delaware
Goldberg, Lena G. "T. Rowe Price and the Dell Inc. MBO (A)." Harvard Business School Case 317-088, January 2017.
- 10 Nov 2016
- Working Paper Summaries
Managing Reputation: Evidence from Biographies of Corporate Directors
- 11 Oct 2017
- Research & Ideas
The House Wants to Squelch Voices of ‘Small’ Shareholders. Research Shows Those Voices Matter.
statement, in which case shareholders can vote on whether the company should adopt the change; negotiate with the shareholder to come up with a mutually acceptable solution to... View Details
Keywords: by Carmen Nobel
- November 2011 (Revised September 2012)
- Case
Underwater Engineer at Intel Corporation
Molly Miller, an Intel employee and shareholder, must decide whether to vote FOR or AGAINST Intel's proposed 2009 option exchange program. Given recent declines in Intel's stock price, more than 99% of Intel's outstanding employee stock options are "underwater," and... View Details
Mayfield, E. Scott. "Underwater Engineer at Intel Corporation." Harvard Business School Case 212-047, November 2011. (Revised September 2012.)
- January 1999
- Article
An Analysis of Value Destruction and Recovery in the Alliance and Proposed Merger of Volvo and Renault
By: Robert Bruner
Volvo's attempt to merge with Renault in 1993 temporarily destroyed SEK 8.6 billion (US$ 1.1 billion) in Volvo shareholder wealth. This study traces the destruction to hubris, managerialism, and the escalation of commitment—elements suggested in previous research. In... View Details
Keywords: Mergers ＆ Acquisitions; Institutional Investors; Alliances; Privatization; Mergers and Acquisitions; Institutional Investing; Auto Industry
Bruner, Robert. "An Analysis of Value Destruction and Recovery in the Alliance and Proposed Merger of Volvo and Renault." Journal of Financial Economics 51, no. 1 (January 1999): 125–166.
- February 2018 (Revised August 2018)
- Case
OpenInvest
By: Shawn Cole, Boris Vallée and Nicole Tempest Keller
Founded by a team of hedge fund and NGO alumni, OpenInvest launched its platform in 2015 to enable retail investors to tailor their portfolios to their personal values in an automated way, for instance by screening out weapons manufacturers stocks or overweighting... View Details
Keywords: Fintech; Impact Investing; Investment Portfolio; Customization and Personalization; Technological Innovation; Social Issues; Growth and Development Strategy; Business Model; Financial Services Industry
Cole, Shawn, Boris Vallée, and Nicole Tempest Keller. "OpenInvest." Harvard Business School Case 218-064, February 2018. (Revised August 2018.)
- October 2017 (Revised April 2024)
- Case
Snap Inc. Goes Public (A)
By: Lynn Sharp Paine and Will Hurwitz
Snap Inc.’s chairman must decide how to address investor concerns about the company’s unprecedented plans to issue only non-voting shares in its upcoming IPO. The case is set in early 2017 following the public availability of Snap’s IPO filing with the U.S. Securities... View Details
Keywords: Ethics; Capital Structure; Corporate Accountability; Governing and Advisory Boards; Corporate Governance; Going Public; Business and Shareholder Relations; Leadership; Management; Mobile and Wireless Technology; Venture Capital; Technology Industry; Telecommunications Industry; Information Technology Industry; United States; California
Paine, Lynn Sharp, and Will Hurwitz. "Snap Inc. Goes Public (A)." Harvard Business School Case 318-042, October 2017. (Revised April 2024.)
- November 2010 (Revised April 2011)
- Case
Magna International, Inc. (A)
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: Family Business; Restructuring; Cost vs Benefits; Governance Controls; Ownership Stake; Family Ownership; Auto Industry; Canada
Luehrman, Timothy A., and Yuhai Xuan. "Magna International, Inc. (A)." Harvard Business School Case 211-044, November 2010. (Revised April 2011.)
- June 2014 (Revised May 2017)
- Case
Southeastern Asset Management Challenges Buyout at Dell
By: Paul Healy, Suraj Srinivasan and Aldo Sesia
In late 2012, Michael Dell wants to take Dell Inc., the company he founded, private. Mr. Dell believes that the successful company's transformation from a personal computer (PC) manufacturer to an enterprise solutions and services provider (ESS) is dependent on going... View Details
Keywords: Leveraged Buyout Transaction; Leveraged Recapitalization; Management Buyout; Dell, Inc.; Hedge Fund; Corporate Governance Theory; Valuation; Valuation Ratios; Valuation Methodologies; Board Of Directors; Boards Of Directors; Carl Icahn; Computer Services Industries; Proxy Contest; Proxy Battles; Proxy Fight; Proxy Advisor; Financial Accounting; Financial Analysis; Financial Ratios; Finance; Corporate Accountability; Corporate Governance; Corporate Finance; Leveraged Buyouts; Computer Industry; United States
Healy, Paul, Suraj Srinivasan, and Aldo Sesia. "Southeastern Asset Management Challenges Buyout at Dell." Harvard Business School Case 114-015, June 2014. (Revised May 2017.)
- 25 Jul 2017
- First Look
First Look at New Research and Ideas: July 25, 2017
https://www.hbs.edu/faculty/Pages/item.aspx?num=52954 July 2017 Public Choice Who Will Vote Quadratically? Voter Turnout and Votes Cast Under Quadratic Voting By: Kaplow, Louis,... View Details
Keywords: Carmen Nobel
- July 2012
- Case
Barclays Capital and the Sale of Del Monte Foods
By: John Coates, Clayton Rose and David Lane
This case explores the reputational and legal issues that arise as Barclays Capital attempted to manage client conflicts by following established industry practice in the face of changing legal norms. In February 2011, Judge Travis Laster granted a preliminary... View Details
Keywords: Client Management; Fiduciary Duty; Mergers ＆ Acquisitions; Investment Banking; Private Equity; Ethics; Finance; Reputation; Banking Industry; United States
Coates, John, Clayton Rose, and David Lane. "Barclays Capital and the Sale of Del Monte Foods." Harvard Business School Case 313-036, July 2012.
- July 2010
- Supplement
Post-Crisis Compensation at Credit Suisse (C)
By: Clayton S. Rose and Aldo Sesia
The (C) case describes the results of Credit Suisse's PIP I program, the value of PAF, shareholders' vote on the new compensation plan supported by management, and the impact of the company's approach to the U.K. banker's tax. View Details
Keywords: Voting; Taxation; Compensation and Benefits; Business and Shareholder Relations; Banking Industry; Financial Services Industry; Switzerland; United Kingdom
Rose, Clayton S., and Aldo Sesia. "Post-Crisis Compensation at Credit Suisse (C)." Harvard Business School Supplement 311-007, July 2010.
- 25 Feb 2014
- First Look
First Look: February 25
Biglari initiates a proxy fight in an attempt to win a board position and change the direction of Cracker Barrel's strategy. Two leading proxy advisory firms, ISS and Glass Lewis, disagree on supporting Biglari. One advises shareholders... View Details
Keywords: Sean Silverthorne
- January 2020
- Article
Compensation Consultants and the Level, Composition, and Complexity of CEO Pay
By: Kevin J. Murphy and Tatiana Sandino
We provide fresh evidence regarding the relation between compensation consultants and CEO pay. First, firms that employ consultants have higher-paid CEOs—this result is robust to firm fixed effects and matching on economic and governance variables. Second, while this... View Details
Keywords: Consultants; Benchmarking; Incentive Pay; Executive Compensation; Complexity; Motivation and Incentives; Governance
Murphy, Kevin J., and Tatiana Sandino. "Compensation Consultants and the Level, Composition, and Complexity of CEO Pay." Accounting Review 95, no. 1 (January 2020): 311–341.
- 2019
- Working Paper
Compensation Consultants and the Level, Composition, and Complexity of CEO Pay
By: Kevin J. Murphy and Tatiana Sandino
We provide fresh evidence regarding the relation between compensation consultants and CEO pay. First, firms that employ consultants have higher-paid CEOs—this result is robust to firm fixed effects and matching on economic and governance variables. Second, while this... View Details
Keywords: Consultants; Benchmarking; Incentive Pay; Executive Compensation; Complexity; Motivation and Incentives; Governance
Murphy, Kevin J., and Tatiana Sandino. "Compensation Consultants and the Level, Composition, and Complexity of CEO Pay." Harvard Business School Working Paper, No. 18-027, September 2017. (Revised March 2019. Accepted and forthcoming at The Accounting Review.)