MNGT5522 Mergers and Acquisitions - 2023

Subject Code
MNGT5522
Study Level
Postgraduate
Commencing Term
Term 1
Total Units of Credit (UOC)
6
Delivery Mode
Term 1 (Session 3) 2023, Kensington
School
AGSM

1. Course Details

Summary of Course

The objective of this course is to provide students with the knowledge and skills to successfully initiate, analyse, evaluate and implement M&A transactions. The course will explore the development and execution of transactions including business acquisitions, takeovers, divestments, and initial public offerings. In addition, students will consider corporate and business strategies that motivate M&A transactions and the motivations of financial buyers such as private equity participants in M&A markets. Students will learn to assess targets and value target businesses by applying corporate finance tools and knowledge within the context of evaluating, developing and executing M&A transactions. The course emphasises the practical applications of skills and knowledge through a combination of case studies, group activities and online discussions.

Teaching Times and Locations

Please note that teaching times and locations are subject to change. Students are strongly advised to refer to the Class Timetable website for the most up-to-date teaching times and locations.

This course is scheduled to run in face-to-face mode. However, there is a chance that there could be subsequent COVID-19 restrictions. 

If it is not possible for us to gather together on campus, we will offer the course synchronously online in Moodle.

https://www.covid-19.unsw.edu.au/

View course timetable

Course Policies & Support

Course Aims and Relationship to Other Courses

The course will introduce students to Mergers and Acquisitions (M&A) and the M&A process from a business leader, financier and adviser perspective. 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, negotiation and psychology.

The execution of M&A transactions is an important vehicle for the strategic development of 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 more. 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. In this course participants will gain a comprehensive understanding of value creation through M&A.

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

The two core courses Accounting and Corporate Finance are pre-requisites for this course.

Additional 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 historically significant cases 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
FacilitatorShanie Atkinson

4. Learning and Teaching Activities

Approach to Learning and Teaching in the Course

The course content 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 Unit content and related activities as the weeks progress. During this progression, it is expected that all members of the 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 established.

Course Structure

In Unit 1 we introduce Mergers and Acquisitions (M&A) and essential steps in the M&A process. M&As 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 - this is the overriding aim of this course.

In Unit 2 we consider motivations for M&A from a business perspective. The Unit covers corporate and business strategy frameworks and initiatives that lead to the search for an M&A transaction and/or divestment. In addition the steps in the M&A search process are discussed.

In Unit 3 and 4 we look deeply into valuation for M&A. The content of these units revisits finance principles already covered in previous studies and extends on these in the context of M&A valuation. Valuation techniques are discussed including strengths and weaknesses of the techniques and self-assessment questions and case studies provide the opportunity to apply the M&A valuation techniques. Due diligence approach and process is also reviewed.

In Unit 5 we consider the Regulatory Environment generally as it applies to M&A.  Later in the course, particularly in Unit 6 and Unit 7, we focus on specific legislation relevant to certain types of transactions. 

In Unit 6 the topic is types of M&A transactions with a focus on Private Treaty Transactions. This is the most common type of M&A transaction. These transactions involve the sale and purchase of businesses undertaken in the private domain. 

In Unit 7 we continue our focus on types of M&A transactions and consider Takeovers. These types of transactions are nearly always conducted in the public domain and are often high profile. The special regulatory requirements for takeovers are discussed.

In Unit 8 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 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 9 we focus on  post-acquisition integration.  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.

In Unit 10 we address a special form of divestment, the Initial Public Offering. This type of transaction is in fact the partial 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

The course materials comprise the 10 weekly Units, this Course Outline and the Assessment Details document, all of which will be available in your Moodle class site.

7. Course Evaluation & Development

Continual Course Improvement

AGSM courses are reviewed each time they run, with updated course outlines and assessment tasks developed. 

Additionally, the data collected in the myExperience survey 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

The current version of M&A course reflects students' feedback from previous terms.

Past students have provided feedback that Assessment 2 was challenging to complete within the word count.

Response to Student Feedback

Assessment 2 has been modified in response to student feedback.

 

8. Course Schedule

Week Activity Topic Detail/Engagement Assessment Task
Week 1 Course material studyIntroduction and the Role and Purpose of M&A

Complete Unit 1 of the course material.

Assessment 4 : Participation
Week 2 Course material study; Complete Assessment 1 QuizStrategy for M&A

Complete Unit 2 of the course material

Complete Assessment 1 Quiz by Sunday at 11.59pm Sydney time

Assessment 4 : Participation
Assessment 1 : Quizzes
Week 3 Course material study; Intensive 1Valuation for M&A Part 1: Value, Price and Market Multiples

Complete Units 3 and 4 of the course material prior to the Intensive Weekend.

Intensive Weekend 1: Saturday 4 March and Sunday 5 March 2023, 9am to 5pm

Assessment 4 : Participation
Week 4 Course material study; Assessment 1 QuizValuation for M&A Part 2: Discounted Cashflow and Due Diligence

Complete Unit 5 of the course material.

Complete Assessment 1 Quiz by Sunday at 11.59pm Sydney time

Assessment 4 : Participation
Assessment 1 : Quizzes
Week 5 Global Network Week
Week 6 Complete Assessment 1 Quiz; Course material studyRegulatory Framework

Complete Unit 6 and 7 of the course material 

Complete Assessment 1 Quiz by Sunday at 11.59pm Sydney time

Assessment 4 : Participation
Assessment 1 : Quizzes
Week 7 Assessment 2 due; Intensive 2Private Treaty Transactions and Takeovers

Assessment 2 due on Monday 27 March 2023 by 3pm Sydney time

Complete Units 8 and 9 of the course material

Intensive Weekend 2: Saturday 1 April and Sunday 2 April 2023, 9am to 5pm

Assessment 2 : Individual growth strategy and M&A valuation management paper
Assessment 4 : Participation
Week 8 Course material study; Complete Assessment 1 QuizPrivate Equity

Complete Unit 10 of the course material.

Complete Assessment 1 Quiz by Sunday at 11pm Sydney time

Assessment 4 : Participation
Assessment 1 : Quizzes
Week 9 Work on Assessment 3Post-acquisition Integration
Assessment 4 : Participation
Week 10 Complete Assessment 1 Quiz; work on Assessment 3Initial Public Offering

Complete Assessment 1 Quiz by Sunday at 11.59pm Sydney time

Assessment 4 : Participation
Assessment 1 : Quizzes
Week 11 Complete Assessment 3-

Submit Assessment 3 Development of an M&A proposal by Monday 24 April 2023 at 3pm Sydney time

Submit Assessment 3 Peer Evaluation and Critiques of M&A Proposals by Friday 28 April 2023 at 3pm Sydney time

Assessment 3 : Development of an M&A proposal
Assessment 3 : Peer Evaluation
Week 12 Assessment 3: Critique of M&A proposal

Submit Assessment 3 Critique of M&A proposal on Monday 1 May 2023 (Week 12) by 3pm Sydney time

Assessment 3 : Critiques of M&A proposals

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

Communication Resources
The Business School Communication and Academic Support programs provide online modules, communication workshops and additional online resources to assist you in developing your academic writing.

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 & Careers Hub
The UNSW Learning & Careers Hub provides academic skills and careers support services—including workshops, individual consultations and a range of online resources—for all UNSW students. See their website for details.
Lower Ground Floor, North Wing Chancellery Building.
learningcentre@unsw.edu.au
02 9385 2060

Student Support Advisors
Student 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.
John Goodsell Building, Ground Floor.
advisors@unsw.edu.au
02 9385 4734

International Student Support
The International Student Experience Unit (ISEU) is the first point of contact for international students. ISEU staff are always here to help with personalised advice and information about all aspects of university life and life in Australia.
Advisors can support you with your student visa, health and wellbeing, making friends, accommodation and academic performance.
International.student@unsw.edu.au
02 9385 4734

Equitable Learning Services
Equitable Learning Services (formerly Disability Support Services) is a free and confidential service that provides practical support to ensure that your health condition doesn't adversely affect your studies. Register with the service to receive educational adjustments.
Ground Floor, John Goodsell Building.
els@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

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).
02 9385 1333



MNGT5522