MBAX9141 Mergers and Acquisitions - 2019

Online, weekly
MBAX9141
Postgraduate
Term 3
6 Units of Credit
AGSM

Offering Selection
This course outline is for the current semester. To view outlines from other years and/or semesters, visit the archives

1. Course Details

Summary of Course

The objective of this course is to introduce students to Mergers and Acquisitions (M&A) and the requisite knowledge for the development and execution of corporate transactions particularly within equity capital markets. The course will address transactions such as Takeovers, Acquisitions, Divestments, Initial Public Offerings and Secondary Raisings. Students will utilise common corporate finance tools and knowledge as applied within the context of considering, developing and executing M&A transactions. There will be an emphasis on practical applications of corporate finance skills and knowledge and negotiation within the context of M&A through a mixture of case studies, group exercises and class discussion.

Teaching Times and Locations

Note: As this course is taught online, details are not provided in this section. Please see the Course Schedule for more details of timings for the various tasks required to complete the course.

View course timetable

Course Policies & Support

Course Aims and Relationship to Other Courses

The study of M&A usually sits in the curriculum of an MBA program within the discipline of Finance as an advanced elective, but there is much more to M&A than just finance. As you will see in this course, successful M&A activity involves other disciplines such as strategy, public policy, critical thinking, human behaviour, and psychology. 

That said, in practice, M&A is usually associated with investment banks (or the skills and resources that are commonly found within investment banks).  M&A activity is closely aligned with financial markets, particularly when transactions involve public listed companies. 

The execution of M&A transactions is fundamental to the strategic development of most firms with a growth objective. This type of development involves many different issues such as corporate strategy, regulatory compliance, competition law, funding requirements, environmental concerns, employment concerns and the like. The successful execution of an M&A-based corporate development strategy requires the successful management of all of these types of issues, within an M&A transaction context. 

So M&A is complex and challenging and often involves high stakes for the participants. And that is why it is an exciting profession to work in. 

This course is relevant to the progression of many different types of career paths including: 

  • Investment banking 
  • Commercial banking especially corporate lending 
  • Management consulting 
  • Boutique advisory services in finance, corporate law or strategy 
  • Equity capital markets 
  • Company research 
  • Funds management 
  • Government, especially privatization and public partnerships 
  • Regulation especially competition policy, foreign investment policy and corporate governance 
  • Financial services especially transaction services such as due diligence and financial modelling 
  • Private equity 
  • Corporate development within large companies 

The two core courses Accounting and Financial Management and Corporate Finance are pre-requisites for all MBA (Finance) specialisation courses.

Additonal Course Details

In this course, we make extensive use of case studies.  Nearly every unit draws upon at least one case study. 

There are three types of case studies: 

  1. Classic cases involving actual transactions. These may appear a little dated, but they are excellent exemplars of their transaction type. 
  2. Harvard Business School cases. These are typical HBS type case studies (some are sourced from other schools) that address specific learning objectives. 
  3. Topical cases involving contemporary actual transactions. These will be current or recent M&A transactions relevant to the unit topic.  

3. Staff Contact Details

Position Name Email Location Phone Consultation Times
Course CoordinatorShanie Atkinson

4. Learning and Teaching Activities

Approach to Learning and Teaching in the Course

The course uses online course content that includes specific exercises and cases. This content also includes the required methods and principles. However, the formulation of inputs and interpretation of outputs will require students to apply insights from other classes and/or experience, with an aim of offering a reasoned opinion on the topic under discussion. Students will need to think about and share with other course participants their views on companies' broader goals, resources and strategic challenges and how these translate into an estimate of the scope for value creation and how to develop and implement effective strategies for the execution of M&A transactions.

Learning Activities and Teaching Strategies

Students will work through online Unit content and related activities as the weeks progress. During this progression, it is expected that all members of the online class will be part of the ongoing discussion of content, especially after the foundation ideas are laid and the superstructure of examples and concepts is being built up.

Course Structure

Unit 1:  Introduction and Overview: Mergers and Acquisitions (M&A) are a well publicised corporate strategy for growth and value creation through diversification, economies of scale and scope. They attract publicity due to the high failure rate of M&A initiatives and the enormous losses that have been encountered and devastate businesses. Research has shown that the large majority of M&A do not deliver on expectations of value creation and some studies suggest that the majority of M&A transactions result in losses for the acquirer. It is difficult to measure the value created by M&A and as a result the conclusions from research on M&A value creation are a long-term topic of debate. Regardless, M&A remain an important and significant aspect of corporate activity and corporate development. Improving management capabilities in M&A processes and increasing awareness of potential pitfalls will improve outcomes from this important vehicle for growth and is the overriding objective of this course.

M&A activity involves three core characteristics: the rules of the game (regulatory environment); appraisal of the scope for value creation (the worth of the business to a party in comparison with the likely price of the business); and, the navigation of the deal (the management of stakeholders, resources and processes). These characteristics are interdependent. 

In Unit 2 we consider the Regulatory Environment generally as it applies to M&A.  Later in the course, particularly in Unit 7 and Unit 8, we focus on the specific legislation relevant to certain types of transactions. 

In Unit 3 we address Value Creation and this is largely a revisiting of finance principles already covered in previous studies. 

In Unit 4 the topic is Private Treaty Transactions. This is the most common type of M&A transaction. These transactions involve the sale and purchase of businesses (usually as "assets" as distinct from "shares") undertaken in the private domain. 

In Unit 5 we focus on the difference between Value and Price and how to objectively determine each. And it is this difference (in dollar terms) that drives value creation. 

In Unit 6 we cover a special segment of equity capital markets referred to as Private Equity. This segment is a large and growing specialisation. Private Equity investors are important participants in M&A activity as investors first acquire and then later sell businesses with a view to making returns on invested funds. We focus on the M&A aspects of this segment.   

In Unit 7 and Unit 8 we cover Takeovers. These types of transactions are nearly always conducted in the public domain and are often high profile. There are special regulatory requirements for takeovers. The content of this topic is extensive and is spread over two units. 

In Unit 9 we cover two topics that are important throughout the M&A process: post-acquisition integration and negotiation. Post-acquisition integration is implemented after the M&A settlement is complete, but post-acquisition integration is an important consideration from the very beginning and throughout the M&A process. Similarly, negotiation occurs at all points in the life cycle of an M&A transaction - starting with agreeing a mandate for advisory services, through to agreeing the terms of the deal among the parties and concluding with the procurement of necessary approvals from stakeholders and regulators. 

In Unit 10 we address a special form of divestment, the Initial Public Offering. This type of transaction is in fact the sale of a business to the public, and commonly represents one of the most significant milestones in the corporate development of a firm. 

6. Course Resources

This course uses a fully online course environment where unit materials, case studies, readings, and activities will be available to work through over the 10-week teaching period. 

7. Course Evaluation & Development

Continual Course Improvement

AGSM courses are revised each time they run, with updated course outlines and assessment tasks developed. Changes relating to any industry developments will also be included. 

Additionally, the AGSM surveys students each time a course is offered. The data collected provides anonymous feedback from students on the quality of course content and materials, class facilitation, student support services and the program in general. This student feedback is considered during all course revisions. 

Student Response

-

Response to Student Feedback

As this is a new course within this program, no feedback is available.

 

8. Course Schedule

Week Activity Topic Detail/Engagement Assessment Task
Week 1 Online Study and ParticipationIntroduction and Overview

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Assessment 1 : Participation
Week 2 Online Study and ParticipationRegulatory Framework

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Assessment 1 : Participation
Week 3 Online Study and ParticipationValue Creation

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Assessment 2 : Quiz Part A
Assessment 1 : Participation
Week 4 Online Study and ParticipationPrivate Treaty transactions

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Assessment 1 : Participation
Week 5 Online Study and ParticipationValue and Pricing

-

Assessment 1 : Participation
Week 6 Online Study and ParticipationPrivate Equity

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Assessment 2 : Quiz Part B
Assessment 1 : Participation
Week 7 Online Study and ParticipationTakeovers Part A

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Assessment 1 : Participation
Week 8 Online Study and ParticipationTakeovers Part B

-

Assessment 1 : Participation
Week 9 Online Study and ParticipationPost-acquisition Integration and Negotiation

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Assessment 3 : Case Study
Assessment 1 : Participation
Week 10 Online Study and ParticipationInitial Public Offerings

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Assessment 1 : Participation
Week 11 Study and Assignment Preparation Week-

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Assessment 3 : Case Study
Week 12 --

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Week 13 Submit Assessment 4 Monday-

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Assessment 4 : Final Major Assessment

9. Policies and Support

Information about UNSW Business School protocols, University policies, student responsibilities and education quality and support.

Program Learning Outcomes

The Business School places knowledge and capabilities at the core of its curriculum via seven Program Learning Outcomes (PLOs). These PLOs are systematically embedded and developed across the duration of all coursework programs in the Business School.

PLOs embody the knowledge, skills and capabilities that are taught, practised and assessed within each Business School program. They articulate what you should know and be able to do upon successful completion of your degree.

Upon graduation, you should have a high level of specialised business knowledge and capacity for responsible business thinking, underpinned by ethical professional practice. You should be able to harness, manage and communicate business information effectively and work collaboratively with others. You should be an experienced problem-solver and critical thinker, with a global perspective, cultural competence and the potential for innovative leadership.

All UNSW programs and courses are designed to assess the attainment of program and/or course level learning outcomes, as required by the UNSW Assessment Design Procedure. It is important that you become familiar with the Business School PLOs, as they constitute the framework which informs and shapes the components and assessments of the courses within your program of study.

PLO 1: Business knowledge

Students will make informed and effective selection and application of knowledge in a discipline or profession, in the contexts of local and global business.

PLO 2: Problem solving

Students will define and address business problems, and propose effective evidence-based solutions, through the application of rigorous analysis and critical thinking.

PLO 3: Business communication

Students will harness, manage and communicate business information effectively using multiple forms of communication across different channels.

PLO 4: Teamwork

Students will interact and collaborate effectively with others to achieve a common business purpose or fulfil a common business project, and reflect critically on the process and the outcomes.

PLO 5: Responsible business practice

Students will develop and be committed to responsible business thinking and approaches, which are underpinned by ethical professional practice and sustainability considerations.

PLO 6: Global and cultural competence

Students will be aware of business systems in the wider world and actively committed to recognise and respect the cultural norms, beliefs and values of others, and will apply this knowledge to interact, communicate and work effectively in diverse environments.

PLO 7: Leadership development

Students will develop the capacity to take initiative, encourage forward thinking and bring about innovation, while effectively influencing others to achieve desired results.

These PLOs relate to undergraduate and postgraduate coursework programs.  Separate PLOs for honours and postgraduate research programs are included under 'Related Documents'.

Business School course outlines provide detailed information for students on how the course learning outcomes, learning activities, and assessment/s contribute to the development of Program Learning Outcomes.

RELATED DOCUMENTS

 

UNSW Graduate Capabilities

The Business School PLOs also incorporate UNSW graduate capabilities, a set of generic abilities and skills that all students are expected to achieve by graduation. These capabilities articulate the University’s institutional values, as well as future employer expectations.

UNSW Graduate CapabilitiesBusiness School PLOs
Scholars capable of independent and collaborative enquiry, rigorous in their analysis, critique and reflection, and able to innovate by applying their knowledge and skills to the solution of novel as well as routine problems.
  • PLO 1: Business knowledge
  • PLO 2: Problem solving
  • PLO 3: Business communication
  • PLO 4: Teamwork
  • PLO 7: Leadership development

Entrepreneurial leaders capable of initiating and embracing innovation and change, as well as engaging and enabling others to contribute to change
  • PLO 1: Business knowledge
  • PLO 2: Problem solving
  • PLO 3: Business communication
  • PLO 4: Teamwork
  • PLO 6: Global and cultural competence
  • PLO 7: Leadership development

Professionals capable of ethical, self-directed practice and independent lifelong learning
  • PLO 1: Business knowledge
  • PLO 2: Problem solving
  • PLO 3: Business communication
  • PLO 5: Responsible business practice

Global citizens who are culturally adept and capable of respecting diversity and acting in a socially just and responsible way.
  • PLO 1: Business knowledge
  • PLO 2: Problem solving
  • PLO 3: Business communication
  • PLO 4: Teamwork
  • PLO 5: Responsible business practice
  • PLO 6: Global and cultural competence

While our programs are designed to provide coverage of all PLOs and graduate capabilities, they also provide you with a great deal of choice and flexibility.  The Business School strongly advises you to choose a range of courses that assist your development against the seven PLOs and four graduate capabilities, and to keep a record of your achievements as part of your portfolio. You can use a portfolio as evidence in employment applications as well as a reference for work or further study. For support with selecting your courses contact the UNSW Business School Student Centre.




Academic Integrity and Plagiarism

Academic Integrity is honest and responsible scholarship. This form of ethical scholarship is highly valued at UNSW. Terms like Academic Integrity, misconduct, referencing, conventions, plagiarism, academic practices, citations and evidence based learning are all considered basic concepts that successful university students understand. Learning how to communicate original ideas, refer sources, work independently, and report results accurately and honestly are skills that you will be able to carry beyond your studies.

The definition of academic misconduct is broad. It covers practices such as cheating, copying and using another person’s work without appropriate acknowledgement. Incidents of academic misconduct may have serious consequences for students.

Plagiarism

UNSW regards plagiarism as a form of academic misconduct. UNSW has very strict rules regarding plagiarism. Plagiarism at UNSW is using the words or ideas of others and passing them off as your own. All Schools in the Business School have a Student Ethics Officer who will investigate incidents of plagiarism and may result in a student’s name being placed on the Plagiarism and Student Misconduct Registers.

Below are examples of plagiarism including self-plagiarism:

Copying: Using the same or very similar words to the original text or idea without acknowledging the source or using quotation marks. This includes copying materials, ideas or concepts from a book, article, report or other written document, presentation, composition, artwork, design, drawing, circuitry, computer program or software, website, internet, other electronic resource, or another person's assignment, without appropriate acknowledgement of authorship.

Inappropriate Paraphrasing: Changing a few words and phrases while mostly retaining the original structure and/or progression of ideas of the original, and information without acknowledgement. This also applies in presentations where someone paraphrases another’s ideas or words without credit and to piecing together quotes and paraphrases into a new whole, without appropriate referencing.

Collusion: Presenting work as independent work when it has been produced in whole or part in collusion with other people. Collusion includes:

  • Students providing their work to another student before the due date, or for the purpose of them plagiarising at any time
  • Paying another person to perform an academic task and passing it off as your own
  • Stealing or acquiring another person’s academic work and copying it
  • Offering to complete another person’s work or seeking payment for completing academic work

Collusion should not be confused with academic collaboration (i.e., shared contribution towards a group task).

Inappropriate Citation: Citing sources which have not been read, without acknowledging the 'secondary' source from which knowledge of them has been obtained.

Self-Plagiarism: ‘Self-plagiarism’ occurs where an author republishes their own previously written work and presents it as new findings without referencing the earlier work, either in its entirety or partially. Self-plagiarism is also referred to as 'recycling', 'duplication', or 'multiple submissions of research findings' without disclosure. In the student context, self-plagiarism includes re-using parts of, or all of, a body of work that has already been submitted for assessment without proper citation.

To see if you understand plagiarism, do this short quiz: https://student.unsw.edu.au/plagiarism-quiz

Cheating

The University also regards cheating as a form of academic misconduct. Cheating is knowingly submitting the work of others as their own and includes contract cheating (work produced by an external agent or third party that is submitted under the pretences of being a student’s original piece of work). Cheating is not acceptable at UNSW.

If you need to revise or clarify any terms associated with academic integrity you should explore the 'Working with Academic Integrity' self-paced lessons available at: https://student.unsw.edu.au/aim.

For UNSW policies, penalties, and information to help you avoid plagiarism see: https://student.unsw.edu.au/plagiarism as well as the guidelines in the online ELISE tutorials for all new UNSW students: http://subjectguides.library.unsw.edu.au/elise. For information on student conduct see: https://student.unsw.edu.au/conduct.

For information on how to acknowledge your sources and reference correctly, see: https://student.unsw.edu.au/referencing. If you are unsure what referencing style to use in this course, you should ask the lecturer in charge.


Student Responsibilities and Conduct

Students are expected to be familiar with and adhere to university policies in relation to class attendance and general conduct and behaviour, including maintaining a safe, respectful environment; and to understand their obligations in relation to workload, assessment and keeping informed.

Information and policies on these topics can be found on the 'Managing your Program' website.

Workload

It is expected that you will spend at least ten to twelve hours per week studying for a course except for Summer Term courses which have a minimum weekly workload of twenty to twenty four hours. This time should be made up of reading, research, working on exercises and problems, online activities and attending classes. In periods where you need to complete assignments or prepare for examinations, the workload may be greater. Over-commitment has been a cause of failure for many students. You should take the required workload into account when planning how to balance study with employment and other activities.

We strongly encourage you to connect with your Moodle course websites in the first week of semester. Local and international research indicates that students who engage early and often with their course website are more likely to pass their course.

View more information on expected workload

Attendance

Your regular and punctual attendance at lectures and seminars or in online learning activities is expected in this course. The Business School reserves the right to refuse final assessment to those students who attend less than 80% of scheduled classes where attendance and participation is required as part of the learning process (e.g., tutorials, flipped classroom sessions, seminars, labs, etc.).

View more information on attendance

General Conduct and Behaviour

You are expected to conduct yourself with consideration and respect for the needs of your fellow students and teaching staff. Conduct which unduly disrupts or interferes with a class, such as ringing or talking on mobile phones, is not acceptable and students may be asked to leave the class.

View more information on student conduct

Health and Safety

UNSW Policy requires each person to work safely and responsibly, in order to avoid personal injury and to protect the safety of others.

View more information on Health and Safety

Keeping Informed

You should take note of all announcements made in lectures, tutorials or on the course web site. From time to time, the University will send important announcements to your university e-mail address without providing you with a paper copy. You will be deemed to have received this information. It is also your responsibility to keep the University informed of all changes to your contact details.



Student Support and Resources

The University and the Business School provide a wide range of support services and resources for students, including:

Business School EQS Consultation Program
The Consultation Program offers academic writing, literacy and numeracy consultations, study skills, exam preparation for Business students. Services include workshops, online resources, individual and group consultations.
Level 1, Room 1035, Quadrangle Building.
BUS.EQS.Consultations@unsw.edu.au
02 9385 4508

Business School Student Centre
The Business School Student Centre provides advice and direction on all aspects of admission, enrolment and graduation.
Level 1, Room 1028 in the Quadrangle Building
02 9385 3189

UNSW Learning Centre
The UNSW Learning Centre provides academic skills support services, including workshops and resources, for all UNSW students. See their website for details.
Lower Ground Floor, North Wing Chancellery Building.
learningcentre@unsw.edu.au
02 9385 2060

Educational Support Service
Educational Support Advisors work with all students to promote the development of skills needed to succeed at university, whilst also providing personal support throughout the process. Check their website to request an appointment or to register in the Academic Success Program.
John Goodsell Building, Ground Floor.
advisors@unsw.edu.au
02 9385 4734

Library services and facilities for students
The UNSW Library offers a range of collections, services and facilities both on-campus and online.
Main Library, F21.
02 9385 2650

Moodle eLearning Support
Moodle is the University’s learning management system. You should ensure that you log into Moodle regularly.
externalteltsupport@unsw.edu.au
02 9385 3331

UNSW IT
UNSW IT provides support and services for students such as password access, email services, wireless services and technical support.
UNSW Library Annexe (Ground floor).
itservicecentre@unsw.edu.au
02 9385 1333

Disability Support Services
UNSW Disability Support Services provides assistance to students who are trying to manage the demands of university as well as a health condition, learning disability or who have personal circumstances that are having an impact on their studies. Disability Advisers can arrange to put in place services and educational adjustments to make things more manageable so that students are able to complete their course requirements. To receive educational adjustments for disability support, students must first register with Disability Services.
Ground Floor, John Goodsell Building.
disabilities@unsw.edu.au
02 9385 4734

UNSW Counselling and Psychological Services
Provides support and services if you need help with your personal life, getting your academic life back on track or just want to know how to stay safe, including free, confidential counselling.
Level 2, East Wing, Quadrangle Building.
counselling@unsw.edu.au
02 9385 5418


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MBAX9141