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Family members knew something was very wrong when Adolf Merckle, who had guided the family holding company, VEM Vermogensverwaltung GmbH, through dozens of successful investments, left the house one afternoon in January 2009 and failed to return. That night their fears were confirmed when a German railway worker located Merckle's body near a commuter train line near his hometown of Blaubeuren, about a hundred miles west of Munich. It was no secret that the recent financial crisis had taken a toll on Merckle's investments. He was known in Germany as a savvy investor, but had lost hundreds of millions of Euros after being caught on the wrong side of a short squeeze of epic proportions involving Volkswagen stock. This was not the only large bet against that company's stock. A number of hedge funds, including Greenlight Capital, SAC Capital, Glenview Capital, Tiger Asia, and Perry Capital, lost billions of Euros in a few hours based on their large short positions in Volkswagen's stock following the news on October 26, 2008, that Porsche AG had obtained a large long synthetic position in Volkswagen stock through cash-settled options. In the next two days, this short squeeze produced a fivefold increase in Volkswagen's share price, as demand for shares from hedge funds exceeded the supply of borrowable shares.

This case focuses on the massive equity derivative positions entered into by Porsche in relation to Volkswagen stock and by TCI and 3G in relation to CSX stock. Students will learn how equity exposure can be created without buying stock and without prior disclosure. The role of regulators, courts, and investment banks that facilitate these transactions is also explored.

Carris Reels, a reel-manufacturing company headquartered in Vermont, had long-standing goals of being employee owned and governed. They also had a strong organizational (ownership) culture. The Corporate Steering Committee (CSC), a committee composed of representatives from management and non-management employees, and the board of directors had a decision to make about adding two new members to the board. With these new members, the board of directors would be made up of both members of management and non-management employees. Was Carris forfeiting wiser outside counsel in favor of company insiders? What about for the future of the company?

The data for this case were collected from discussions and informal interviews with Carris Reels employees, and archival data from the company intranet which includes an archival of company newsletters, meeting minutes and announcements. Information on the Employee Stock Ownership Plan (ESOP), board of directors, the CSC, and ESOP trustees from these sources were also used.

This case is suitable for strategic management, and social responsibility and social enterprise-focused courses for upper-level undergraduates and MBA students.

The sources, development, and outcomes of a strong organizational culture are important to this case. Schein (1989) and others (Harris and Ogbanna, 1999) address the role of a company’s founder in development of the company’s culture. Research addressing ownership and participation in the context of an ownership culture indicates positive outcomes to employees and to their companies (Logue and Yates, 2005; Ownership Associates, 1998).

Entrepreneurship and family business.

The case is suitable for BA and MBA levels and for courses focusing on family businesses, entrepreneurship, or small and medium-sized enterprises.

The Gomez family is the owner of Colchones Eldorado, a Colombian mattress company, in business for more than 50 years. Its founder and CEO Gumercindo Gomez, 75 years old, had no succession plan but he wanted to ensure the future of his business. Given the urgency of this situation and the complexity of the family structure, Martha Gomez, General Manager, hired a consultant to design the succession plan. To prepare this plan, the consultant must take into account: the preservation of stock ownership within the family, the company's sustainability under the new CEO family member, and the assurance of the family harmony.

These include: understanding the characteristics of a family business in the Latin American context; recognizing the stages of the family ownership; and identifying personal characteristics and roles of family members in order to design the basis of the succession plan.

Teaching notes are available for educators only. Please contact your library to gain login details or email support@emeraldinsight.com to request teaching notes.

This case presents the history and recent governance challenges of Carvajal, S.A., a Colombia-based, family-owned, billion-dollar-plus holding company that had offered printing-related (e.g., Yellow Pages, notebooks) and other products and services across and beyond South America for more than a century. Specifically, the case details the company’s state of affairs in early 2011, a time by which Carvajal’s flagship businesses had matured rapidly with the emergence of digital technology and diminished demand for paper/print-based products. Though profits and growth remained positive, Carvajal’s leaders knew that upholding the business’s legacy of returns, dividends for all family members, and extensive philanthropy would take significant strategy and execution.

Compounding the strategy issues, Carvajal faced these market challenges with new leadership: the first non-family CEO since the company’s inception. Well-established Colombian executive Ricardo Obregon had been hired in 2008 over two family candidates to lead the business. Obregon was to oversee a complex governance network that included a holding company with seven operating companies, their management and respective boards, a family council, and 280 members (including spouses) of a shareholding family in its sixth generation. Carvajal’s business and family leaders had to face market issues and decisions that included the possibility of taking public the operating companies and/or the holding company while maintaining the business’s long traditions of unity, respect, strong ethics, and philanthropy. That meant optimizing several crucial relationships: between the family and the new CEO; between the family and the board; between the operating companies and the holding company; and between members of the large Carvajal family, many of whom now resided outside of Colombia and Latin America.

Understand general and specific challenges associated with carrying on a longstanding family business facing multiple market challenges; explore the process of engaging a complex family-business governance network to handle business challenges while maintaining family values; consider the effects of culture on a multi-generation family business.

In early 2014, the family leadership of Bush Brothers & Company, a leading player in canned vegetables (its Bush's Best line dominated the canned-beans market), faced questions about the family's vision for the future in light of an imminent leadership transition: third-generation member, longtime board chair, and, until recently, CEO Jim Ethier planned to leave his role as early as 2015. The family was into its sixth generation, with nearly sixty family shareholders spread across four branches. On the business side, the first non-family CEO was overseeing development of a growth strategy, including ongoing ventures into competitive new markets such as Hispanic foods. Its fourth-generation leaders including Drew Everett (vice president of human resources and shareholder relations, and likely board chair successor), Sarah (chair of the family senate), and Tony (chair of the family's private trust company) faced questions about whom to involve in developing a future vision, how to formulate the vision effectively, and what vision would best serve business and family interests. These questions represented underlying strategic dilemmas, such as whether to have a select group of leaders craft the vision or to solicit input from a wider range of shareholders, and how much to allow the business vision to drive the ‘people’ vision all framed by recent unsuccessful attempts to develop a shared vision. Resolving these dilemmas successfully would help the family frame and advance its established traditions of leadership, governance, and culture within a truly shared vision that boosted unity and long-term commitment. Students working on the case will gain insights into the framework, process, and challenges associated with developing a shared vision for a complex, multigeneration family enterprise.

This case may be taught singly or used as a merger-negotiation exercise with “Chrysler Corporation: Negotiations between Daimler and Chrysler” (UVA-F-1240). Set in February 1998, the case places students in the position of negotiators for the company; their task is to value both firms, assess the potential earnings dilution of a combination, and negotiate a detailed agreement with their counterpart. The case can be used to explore such interesting negotiation issues as determination of a share-exchange ratio, treatment of major stockholders, and structuring a deal. Also, the case and exercise can be used to spark a discussion of acquisition in comparison with strategic alliance, or other less formal models of combination.

This case may be taught singly or used as a merger-negotiation exercise with “Daimler-Benz A. G.: Negotiations between Daimler and Chrysler” (UVA-F-1241). Set in February 1998, the case places students in the position of negotiators for the company; their task is to value both firms, assess the potential earnings dilution of a combination, and negotiate a detailed agreement with their counterpart. The case can be used to explore such interesting negotiation issues as determination of a share-exchange ratio, treatment of major stockholders, and structuring a deal. Also, the case and exercise can be used to spark a discussion of acquisition in comparison with strategic alliance, or other less formal models of combination.

Are hedge funds heroes or villains? Management of Blockbuster, Time Warner, Six Flags, Knight-Ridder, and Bally Total Fitness might prefer the “villain” appellation, but Enron, WorldCom, Tyco, and HealthSouth shareholders might view management as the real villains and hedge funds as vehicles to oust incompetent corporate managers before they run companies into the ground or steal them through fraudulent transactions. Could the pressure exerted by activist hedge funds on targeted companies result in increased share prices, management accountability, and better communication with shareholders? Or does it distract management from its primary goal of enhancing long-term shareholder value?

To determine the benefits and disadvantages of activist hedge fund activity from the perspective of corporate management and shareholders; to examine if a hedge fund's suggested corporate restructuring could create greater shareholder value; and to explain the changing roles and perspectives of hedge funds.

Aramex PJSC: carving a competitive advantage in the global logistics and express transportation service industry.

Entrepreneurship, International Business, Strategy.

Post-graduates, Practitioners.

This case chronicles the Aramex PJSC story of entrepreneur Fadi Gandhour. The case looks at the new start-up, its growth and financing plans for expansion and how it got a competitive advantage in an industry dominated by big players. Aramex, as of 2012, was the only Arab company to have successfully listed on the NASDAQ Stock Exchange. After 30 years at the helm of the company, Fadi Ghandour, the Chief Executive Officer (CEO), was stepping down and was being succeeded by regional head, Hussein Hachem, the CEO of Middle East and Africa. Aramex had a competitive edge in emerging markets, and Fadi and Hussein knew that the route to sustainable growth was to capitalize on this opportunity using organic growth, acquisitions and strategic alliances.

Strategy included looking at gaining a competitive advantage in the Middle East, North Africa, South Asia and other emerging markets. Lessons are provided on capitalization of opportunity, funding and creating an organization culture that is sustainable and reflects the Founder's ideal.

Teaching notes are available for educators only. Please contact your library to gain login details or email support@emeraldinsight.com to request teaching notes.

Financial accounting to assess stewardship: the case requires students to evaluate Thompson’s stewardship of McDonald’s, in part based on the company’s financial accounting information. Financial reporting performs an important societal role by helping control agency problems that arise from the separation of ownership and management. Since external stakeholders cannot “observe directly the extent and quality of managerial effort on their behalf […] the manager may be tempted to shirk […] blaming any deterioration of firm performance on factors beyond his/her control” (Scott, 2014, p. 23). However, although financial reporting helps hold managers accountable to shareholders, accounting information is not fully informative about managerial effort. For example, while net income provides useful information regarding the CEO’s stewardship, it is also “noisy,” due to recognition lags and other factors (Scott, 2014, p. 364). Efforts undertaken by Thompson in a particular period, such as marketing expenditures, might reduce current earnings, yet boost future profitability. Additionally, Thompson’s predecessor’s past efforts might have positive or negative effects on current earnings. Evaluating stewardship effectively involves considerable judgment, in addition to knowledge of financial accounting. The implication of poor firm performance is that the CEO is ineffective at formulating and implementing strategies and policies to enhance firm value (Dikolli et al., 2014). Specifically, it appears that missing earnings benchmarks matter more for relatively inexperienced CEOs. Don Thompson’s tenure of 33 months at McDonalds is 42 percent lower than median CEO tenure documented in academic research, where the median tenure of chief executives documented in large sample empirical studies is about 57 months (Dikolli et al., 2014). The evidence suggests that the longer a CEO serves, the less likely he is to be dismissed for performance-related reasons. This appears to be the result of the resolution of uncertainty about CEO’s ability and leads to subsequent declines in the level of monitoring by the Board of Directors. Performance evaluation and bias: a significant body of research explores the extent to which female managers are assessed differently than their male counterparts (Powell and Butterfield, 2002). For example, female CEOs face more threats from activist investors than male CEOs. Therefore, even after women achieve the highest managerial rank, they experience more professional challenges than their male counterparts (Gupta et al., 2018). However, the question of whether black CEOs are assessed differently is more challenging to answer empirically as a result of a smaller sample size (only one percent of S&P 500 companies are run by black CEOs). Our case attempts to develop the inference that if female CEOs are subject to bias, analogous forces are likely at work when black CEOs are assessed. Recent evidence further suggests that business students sometimes demonstrate bias in making assessments (Mengel et al., 2018). The authors discuss these findings – as well as strategies for including them in the case discussion – in the “Teaching Strategy” section herein below.

The case was written from the public record surrounding the appointment of Don Thompson and McDonald’s company filings. The record includes articles from The New York Times and The Wall Street Journal, as well as local and industry publications.

The case examines the role of financial accounting in evaluating CEO performance in the context of the appointment of McDonald’s first African-American chief executive and his subsequent two-and-a-half years on the job. The case deepens students’ understanding of the link between financial reporting and stewardship, while highlighting the subjectivity inherent in assessing managerial performance, particularly over relatively short time periods. As students analyze the case, they must consider the extent to which a firm’s results are attributable to luck vs skill. We use “skill” to refer to CEO effort and other controllable factors, while “luck” refers to exogenous factors, such as macroeconomic conditions. Assessing stewardship is of practical significance. It allows pay to be better aligned with performance and empowers stakeholders to identify when a change of leadership may be warranted. The case may also be used to spur reflection, in an applied context, on the importance of being alert to unconscious bias, even when evaluating seemingly objective financial reporting data. Recent research, discussed herein, suggests that business students sometimes exhibit bias when making assessments.

The case should be included in discussions of corporate governance, executive compensation and the role of accounting information in efficient contracting. It is appropriate in intermediate financial accounting courses for undergraduates, introductory graduate accounting courses, or other courses with an element of financial statement analysis. Standard introductory accounting textbooks offer helpful supplementary reading for students. Horngren et al.’s (2014) book, Introduction to Financial Accounting (12th ed.), Pearson, London, provides an overview of the income statement and its role in assessing performance (see Chapter 2) as well as a useful discussion on evaluating the components and trends of a business (see Chapter 12). More advanced students may benefit from the in-depth discussion of earnings quality, operating income and non-operating income found in Chapter 4 of Intermediate Accounting (9th ed.), McGraw Hill Education, New York by Spiceland et al. (2018).