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In February 2015, Suzlon had just completed its financial and asset restructuring, following financial default after rapid growth through debt financed acquisitions in the financial boom ending in 2008. The restructuring resulted in a significant decrease in the promoter's equity stake. Suzlon now has to decide how to respond to an offer by the DilipSanghvi Group, promoters of Sun Pharma, to acquire a large equity stake in Suzlon for Rs. 1,800 crore. If Suzlon were to accept the offer then both the existing promoters and the DilipSanghvigroup would have the same stake of about 22% each. The case will help students examine the need to align financing and business strategy on the same plane. It will also help them understand details about restructuring of financial and business strategy in the face of financial distress.

Financial Management.

Masters, Bachelors.

In 2011, Real Sound Lab (RSL), an innovative audio technology company headquartered in Latvia, issued a bond to finance its needs. The face value of the issue was much smaller than what was typically encountered in the local market. The case describes how Viesturs Sosars, Chief Executive Officer of RSL, made this financing decision and how the difficulties at maturity were overcome.

Learn about financing options available for an small- or medium-sized enterprise in the case of inability to issue additional equity combined with an already high debt ratio. Learn about important considerations that should be made when deciding on the details of the bond issue and how these might impact the possible actions of the issuing company in case of being unable to repay the principal at maturity.

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

Performance management, human resource management.

This case is appropriate for undergraduate and post graduate studies.

A premier business school in Central India decides to offer the Best Teacher Award to a faculty who gets the highest feedback from the students. The idea is to motivate the faculty and also help them improve their teaching pedagogy/style, etc. A feedback form is designed and administered in the last session of the course. The average across all the sections and courses is calculated and displayed on the institute's intranet. Soon doubts are raised on the validity of the decision to give away the Best Teacher Award based on students' feedback. The case makes an attempt to highlight that performance is a function of several factors. What apparently seems to be a great performance may not be a great performance and similarly what apparently appears to be poor performance may not necessarily be poor performance. One needs to dig deep into this to arrive at any meaningful conclusion.

Performance should not be judged at face value. Performance analysis is necessary for any meaningful decision.

Teaching notes.

The case explores information technology (IT) company Mindtree’s journey of 20 years from the time it was founded in 1999 to be different from others, and how it became a target for acquisition by an Indian diversified conglomerate in 2019. It offers insights into developing organizational culture and values in an organization, threats faced by a company when promoters dilute their shareholding, and the strategies followed by the acquirer and the target firm. It also deals with the challenges in the acquisition of a knowledge service digital firm. After working through the case and assignment questions, students will be able to: identify the circumstances under which a company can become a target for hostile takeover; describe motivations of the acquirer firm in an acquisition; distinguish between acquisition and hostile takeover, and discuss salient features of Securities and Exchange Board of India (substantial acquisition of shares and takeover) regulations, 2011; list the defenses a target firm can adopt to ward off hostile acquirer; explore strategies followed by acquirer and target firms; analyze important ingredients of organization culture, and importance of cultural congruence in an acquisition; and discuss challenges faced by an acquirer in India, namely, legal, retention of clients and key people in the target firm particularly in hostile environment.

The case explores how ten IT professionals founded mid-tier IT services company Mindtree in 1999 in Bengaluru, India (home to Infosys and Wipro) to be different from others – by inserting themselves at a higher level in the value chain, being philanthropic as a part of broader business strategy to attract a certain kind of employee and customer. It developed a culture of equality, consideration and respect. Its attrition rate of 12 to 13 per cent was significantly lower than the Industries. Mindtree crossed annual revenue of US$1bn for FY 2019 and was growing at twice the industry’s growth rate. The most attractive part was that its proportion of revenue from digital services was about 50 per cent as compared to 25-35 per cent of other services vendors. With time, the share of promoters/founders declined and increased one investor’s shareholding of V. G. Siddhartha and his related entities. In early March 2019, the promoters’ stake was 13.32 per cent while Siddhartha had 20.32 per cent. Larsen and Toubro (L&T) one of India’s conglomerate entered into a share purchase agreement on March 18, 2019 with Siddhartha to acquire his 20.32 per cent stake. Immediately, L&T asked its broker to purchase up to 15 per cent of share capital of Mindtree at a price not exceeding INR 980 per share (each share of face value INR 10). This would trigger an open offer by L&T to purchase additional 31 per cent shares of Mindtree. The action of hostile takeover bid by L&T evoked emotional criticism from Mindtree founders. Mindtree efforts to defend itself could not materialize. L&T’s stake crossed 26 per cent on May 16, 2019. After Indian regulator SEBI’s approval, L&T’s open offer to buy shares from Mindtree shareholders commenced on June 17, 2019. The case examines motivation of the acquirer firm particularly when it is a conglomerate, and how a well-performing company became a target for hostile takeover. It looks at vulnerabilities of a target firm, and defensive steps a firm can take to fence itself against such takeover. The case also explores how organizational culture is built in a people-oriented business, namely, digital services, and what role it plays in a merger of two firms.

The case is suited for postgraduate students of management, as well as those undergoing executive courses in management.

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

CSS 11: Strategy.

Doug Scovanner, CFO of Target Corporation, was about to present his proposal at the November 2008 Board meeting. He was prepared to discuss immediate strategic actions which would provide support for working capital for the discount retailer. The retail community was about to suffer their worst fourth quarter in recent memory. Consumer spending had contracted, unemployment was rising and the deflated housing market had driven the economy into a recession. Although discount retailers had fared better than other industries during the second and third quarters, they were not immune to the overall economic downturn which had become a global crisis. To further complicate matters, Target's largest competitor, Wal-Mart, just posted third quarter growth even though Target was bracing for a busy holiday season. Scovanner anticipated further strain on working capital before year-end as cash flow tightened and the capital markets remained at a virtual stand-still.

Within 18 months of exiting bankruptcy, Kmart's position was sufficiently strong to launch an acquisition of Sears, once the nation's largest retailer and also a core holding of ESL. Looks at a number of compelling issues related to Kmart's bankruptcy, restructuring, and rebirth under the control of ESL, a large hedge fund. Presents some of the key metrics that Eddie Lampert, head of ESL, had available to him as he made two decisions: first, in 2002, to amass a controlling stake in Kmart's defaulted debt during the restructuring; and second, in 2004, to launch a takeover of Sears. The first deal illustrates the decision-making process for a financial buyer, including the downside protection of Kmart's real estate holdings, whereas the second deal represents a traditional strategic acquisition. Illustrates the innovative use of real estate as a “hedge” for ESL in the event that the retail combination does not produce the required financial results. Also focuses on the role of investment bankers and the increasingly important position that hedge funds and LBO funds have carved out in the M&A market.

To outline the explosive growth in assets and influence of alternative investment managers, particularly LBO funds and hedge funds, and the transition of some larger hedge funds from shorter term trading strategies to longer term plays on distressed debt, restructurings, and turnarounds.

After working through the case and assignment questions, the learning outcomes of this study are to understand the dividend policy of a company; compare different types of dividends that a company may give; assess the impact of stock splits and the issue of bonus shares (stock dividends); compare cash dividend and buy-backs as methods of cash distribution to shareholders; evaluate the methods of cash distribution that may be appropriate for the company; and assess the trade-off between long-term value creation and shareholder expectations.

This case study presents the dilemma faced by Partha DeSarkar, the executive director and global CEO of Hinduja Global Solutions (HGS) Limited, a leading business process management (BPM) company. The company would have surplus cash of about US$1.2bn from the selling of its health-care service businesses. The company planned to invest a part of this cashflow into the company’s future growth, with some of it distributed among its shareholders. This case study provides an excellent opportunity for students to determine the best method for rewarding the shareholders. It allows students to compare various cash distribution methods. Students can examine in detail the process involved, the quantum of distribution, tax implications, financial implications, fundraising flexibility and valuation impact of available options.

This case study is best suited for senior undergraduate- and graduate-level business school students in courses focusing on corporate finance, financial management, strategic management and investment banking.

Teaching notes are available for educators only.

CSS: 1 Accounting and Finance

It is recommended that this case be taught either just before or just after another Chapter 11 case. Students must to decide whether Horizon Lines should seek Chapter 11 protection or attempt a voluntary financial restructuring. Students have a wide range of financial restructuring alternatives to consider that should give them an appreciation of the advantages and disadvantages faced by a firm choosing to use the bankruptcy court. The case also is best taught to experienced students who understand corporate finance fundamentals and, in particular, grasp the principes of valuation and capital structure.

This case is suitable for students just beginning to learn finance principles but is also appropriate to use in courses with experienced students and executives. In January 2008, Delphi Corporation (Delphi) had been in Chapter 11 bankruptcy for more than two years but appeared to be on the brink of approving a plan of reorganization (POR) that would allow it to emerge from bankruptcy with a significantly improved balance sheet. Delphi's POR called for a reduction of the company's leverage by exchanging the debt of the unsecured creditors for a mixture of new debt and new equity. The resulting reduction in interest expense was projected to return Delphi to profitability and make the restructured company a viable going concern. Students take the position of various claimants to explain why that claimant class would or would not vote for the plan.

Greenko, a renewable power generating company investing in biomass, small and medium hydro power and wind power projects, had projected to achieve 1GW (Giga Watt = 1000 Mega Watt) of installed capacity by March 2015. The company had been financing its projects with debt from Indian banks and financial institutions on a project finance basis and it had to now decide whether to refinance the project finance debt with an international bond issue of USD 550 million. The case provides an opportunity to discuss the public policy and financing aspects of renewable energy in India.