Business

Tuck School of Business Dartmouth College Hanover, NH 03755

Structuring Mergers & Acquisitions Spring 2007

Professor Karin S. Thorburn karin.s.thorburn@dartmouth.edu Woodbury 311 646-2061 Office hours: by appointment

Assistant: Beth Perkins beth.l.perkins@dartmouth.edu Woodbury 203 646-3412

1. Course content and objectives This is a course on corporate mergers and acquisitions (M&A). Students will develop skills necessary to structure a deal or form an opinion about a proposed transaction. Topics include value creation in mergers; choice of payment method; valuation of contingent payments; deal protection; merger arbitrage; defensive tactics; and leveraged buyouts. We discuss bidding strategies and takeover tactics. Students get to practice merger negotiations in a team exercise. We also cover the legal and regulatory framework for takeovers, such as filing requirements, fiduciary duties of the target board of directors, and antitrust regulation. The course uses a mix of case analysis, providing ample opportunity to practice the application of standard corporate valuation methods, lectures and visitors. 2. Course requirements The course grade is based on individual class participation and three written team assignments. I. Class participation – 30 percent of grade Students are expected to attend every class. You should come prepared to discuss your analysis of the case and to show your calculations. I encourage voluntary participation but may call on any student to discuss the assignment. Class participation is individual effort and is graded after each session on a scale from 0-3. Your grade is based on the total class participation score. II. Case write-ups – 30 percent of grade Students will be organized into teams of 4 and assigned to a “stream” A or B. Each team is required to, prior to class, hand in a written case analysis for each of the four cases in the assigned stream.

Mergers & Acquisition, spring 2007

Professor Karin S. Thorburn

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