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Flying J was a family-owned company that operated travel plazas, oil refineries, a bank for trucking companies, and other related businesses. In early 2009, Crystal Call Maggelet, the majority shareholder and new CEO of Flying J, was tasked with saving the company founded by her father in 1968. In the intervening forty years Flying J had grown from four gas stations to a vertically integrated $18 billion company. Declining crude oil prices, decreased cash reserves, and multiple internal challenges forced most Flying J subsidiaries to file for bankruptcy protection. This came as a surprise to the company's lenders, suppliers, customers, and employees, who did not know the company was in trouble until it was unable to meet payroll just days before Christmas 2008.

Maggelet was determined not only to return her family's company to profitability but also to repay all of Flying J's debts, retain as many of the firm's 12,000 employees as possible, and avoid compromising employees' savings (e.g., 401K retirement accounts). All of the company's advisors told her it could not be done. They thought a more likely outcome would be paying creditors nine cents on every dollar owed. If that happened, Maggelet's family's holdings would be almost entirely wiped out according to the “priority of claims” rules in bankruptcy, and the family would end up with only 1.2 percent of a restructured Flying J.

However, to the surprise of its advisors and creditors, Flying J paid its debts in full, mostly by cutting operating costs before selling assets. The family was left with a smaller, but still very profitable company.

After students have analyzed the case they will be able to:

• Determine governance issues in family-owned businesses

• Identify the pursuit of growth as a typical cause of bankruptcy

• Understand why cash flow accounting is more important than GAAP accounting

• Grasp how huge variations can occur when calculating enterprise valuations of distressed businesses

• Understand the differences among law, governance, and ethics

Determine governance issues in family-owned businesses

Identify the pursuit of growth as a typical cause of bankruptcy

Understand why cash flow accounting is more important than GAAP accounting

Grasp how huge variations can occur when calculating enterprise valuations of distressed businesses

Understand the differences among law, governance, and ethics

This “mini-case” summarizes the beloved Chicago Cubs' many years of futility and remarkable turnaround in the early teens of the twenty-first century. Central to the case is the concept that despite being an incredibly popular, billion-dollar franchise holding a special place in the hearts of Chicagoans for more than a century, the organization's sale from the Tribune Company in 2009 to the Ricketts family effectively required a full reboot of the company's infrastructure, akin to a startup or to a “carve-out” situation popular in the private equity world. The case resonates because the brand is easily recognizable in an industry with the unique dynamics of professional sports, and yet the company's situation features similarities to any lower-profile organization trying to build or rebuild its SG&A infrastructure from scratch.

In 2014, after nearly 150 years as one of Portugal's most wealthy and powerful families, the Espirito Santo family completely lost control of its empire, which included Banco Espirito Santo, Portugal's largest bank by market capitalization and second-largest private-sector bank in terms of assets, along with stakes in numerous financial, non-financial, privately held, and publicly traded companies. During the European financial crisis of 2010 to 2014, many of the family's companies required capital investment. To avoid family equity dilution, the family's patriarch, Ricardo Espirito Santo Silva Salgado, engaged in a creative money-go-round structure whereby Banco Espirito Santo would legally raise short-term commercial paper with high interest rates and sell them to third parties that were partially owned by the Espirito Santo family. These third parties then would sell that paper back to the bank's retail clients as safe investments similar to Portuguese deposits. The plan failed, and the house of cards that was the Espirito Santo empire collapsed. Students will consider whether Salgado and the board of Banco Espirito Santo acted appropriately or if they failed their fiduciary duties to the non-family shareholders of the bank.

Jonathan Miller appeared in September 2009 on “Shark Tank,” the ABC television reality show featuring entrepreneurs versus angel investors in a discussion of the business value proposition and to win a negotiation for an investment from one of the 4 Sharks. The company he founded, Element Bars, a maker of custom energy bars, needed investment capital. Prior to appearing on the show, Miller had considered several financing options available to entrepreneurs: loans and other debt capital and equity capital, each of which are evaluated in the case. Miller had a good feel for the different types of capital to use for this new venture, having started several ventures in the past and winning the Kellogg School of Management business plan competition, the Kellogg Cup, in 2008. The case includes Miller's decision to forego the investment offer he won on television, instead he pursued lower cost of capital equity.

Students several aspects of raising capital, including raising equity and debt capital. Students need to learn to know as much or more about fundraising as the professionals who provide the capital-in fact, entrepreneurs have to understand the interaction among combinations of capital within their enterprise-whether debt and/or equity in different combinations. Often, teaching about equity relates to teaching how venture capital investment professionals look at deploying funds. Receiving equity into the entrepreneurial firm has much different attributes and issues. Teaching about debt often occurs at much higher volumes in typical MBA courses; this entrepreneurial debt must occur at a much smaller dollar value. This protagonist, Jonathan Miller, has exceptional preparation habits, which teaches students the value of the skills to prepare themselves and their businesses for investment.

Atari, a maker of video games, went through several owners over the years winding up controlled by Infogrames, a French publisher of video games. Infogrames later sold Atari shares in a secondary public offering, eventually reducing the parent’s share to 51.6 percent by September 2005 creating a complicated two-tier ownership structure. Two levels of management made it difficult to get things done. The financial structure was a problem for Infogrames because the French company had to consolidate 100 percent of Atari’s results even though it only owned 51 percent of the company. Atari was generating substantial losses, had defaulted on its debt, and was faced with the possibility of filing for bankruptcy without more working capital. The independent directors of Atari, when confronted with an unsolicited Infogrames buyout offer, had several options: (1) agree to the $1.68 offer (take the money and run); (2) pursue a white knight (a buyout from another investor of company that would be willing to pay a higher price and invest working capital); (3) file a lawsuit to stop the takeover to buy time or perhaps force Infogrames to increase its offer.

Communications in a turnaround How planning and executing a communications strategy is as important as other functional actions Dealing with an international ownership base with a U.S. turnaround of a legacy brand with no hard assets Fiduciary duty and governance issues arising from a takeover offer.

MBA students Tim Joyce and Brandon Cornuke had what they believed was a great product concept: a body powder that could be delivered in an aerosol spray. Current market-leading powders such as Gold Bond and Johnson's Baby Powder involved messy application, as they were only available in “dump-on” form. Worse, because powders deposited on top of the skin didn't adhere to it, they tended not to last long. Joyce and Cornuke believed an aerosol powder spray would solve these problems. They called their product concept Dry Goods. However, taking Dry Goods from idea to reality presented some serious challenges. How would two students without access to a lab be able to research and develop a complex chemical/physical process like aerosol delivery, let alone manufacture it once they had a proven prototype? To address these problems, the two entrepreneurs sought out a contract manufacturing partner. After identifying a number of options, Joyce and Cornuke had to decide which partner offered them the best chances of success, given their goals and financial constraints.

Students will learn about the process of hiring a contract manufacturing partner to produce a new packaged good for a startup.

The case begins with newly appointed chairman and interim CEO Garo Armen dwelling on the significant issues that Elan Corporation, an Irish pharmaceutical company, faces. Its share price has plummeted 96% after accusations of accounting fraud and the discontinuation of an important clinical trial due to the drug's severe side effects. As a result, Elan faces insolvency. About $2 billion in debt that could no longer be satisfied in stock will soon mature, and there are questions regarding the company's structure and various operating concerns. Armen is also concerned about the ethical consequences of the company's failing and thus not being able to develop potentially life-saving medicines. Armen must decide what the nature of Elan should be moving forward and what strategy it should adopt. The operational and financial issues discussed in the case are complicated by Elan's status as an Irish company with significant international operations. The case closes with Armen reflecting on the decisions he has made—which students should critique and suggest alternatives to—as well as an open decision on choosing a successor CEO.

1. Crafting a vision and strategy for a newly streamlined organization and implementation 2. Balancing the complexities of an international corporation in a turnaround situation 3. Quantitatively identifying the probability, advantages, and disadvantages of bankruptcy 4. Succession planning decision making 5. Responding to fraud accusations 6. Managing a distressed workforce and retaining key employees

On March 7, 2013, ThyssenKrupp Group CEO Heinrich Hiesinger was shocked to receive a resignation letter from Gerhard Cromme, chairman of the company's supervisory board.

Hiesinger had been CEO since 2010. Early in his tenure, ThyssenKrupp incurred massive losses from disastrous steel investments and faced allegations of colluding with other companies to fix prices in its railway steel operations. As a result, Hiesinger had been forced to dismiss three executive board members, one for violating company policy. After a supervisory board member also was dismissed for violating company policy, the company's offices were raided in an investigation of price-fixing in steel contracts to the automotive industry.

Cromme had been sharply criticized by shareholders and analysts as an impediment to the cultural, strategic, and governance changes Hiesinger was trying to make to address the scandals at ThyssenKrupp, but for months he defiantly had resisted calls for his removal. With no warning, he resigned without naming a successor or creating a plan to select one.

Now that he no longer needed to deal with the distractions created by Cromme's presence, Hiesinger was free to finalize a plan to address the defects in ThyssenKrupp's governance.

Middleby Corporation was a designer and manufacturer of commercial food processing and food service equipment for fast food as well as high-end restaurants. During the latter half of the 1990s, Middleby became increasingly unfocused as its number of product lines increased dramatically. Margins and sales slipped. At the same time, some of the company's high-profile product development initiatives ended in failure. Although Middleby's top management recognized some of these apparent warning signs, rather than take action, they seemed eager to blame the disappointing results solely on the company's overseas operations. This inaction caused Middleby's financial performance to deteriorate further, resulting in violations of its loan covenants. To finally correct the situation, Selim Bassoul was moved from his role as general manager of Middleby's Southbend plant up to chief operating officer for the entire corporation. Bassoul had taken the underperforming Southbend plant and turned it into a star performer, correcting and improving customer service, operations, and finances and establishing a clear strategic direction. Bassoul had to craft a turnaround plan for the entire company in the areas of strategy, operations, and finance. He cut the number of products substantially, fired some key customers after a customer profitability analysis, and focused product development on innovative products that saved Middleby's customers time and money. Following these changes and others, the company returned to profitability and Bassoul was named CEO. Bassoul then decided to present a major acquisition opportunity to the board of directors.

1. Successful turnarounds require three essential elements to be addressed: strategy, finance, and operations, all under the CEO's leadership. Students will learn how each element alone and in combination work to make a successful turnaround. 2. Students will learn turnaround leadership skills and see their parallel as entrepreneurial leadership skills. 3. Students will learn that decisions on products, customers, and employee motivation all affect a turnaround strategy.

Grocery store chain Winn-Dixie had rapidly expanded in an effort to become a national retailer, and by 1999 it had more than 1,000 stores. The company began manufacturing its own products, reasoning that by owning more of the supply chain, it could offer the customer less expensive options. With its new geographic focus and manufacturing facilities, Winn-Dixie attempted to secure a position as a low-cost provider with a national presence. Instead of improving the company's position in the market, however, this strategy crippled both the short- and long-term prospects for Winn-Dixie. The company paid a high premium to expand and increased its leverage without ever realizing the purposed synergies. In fact, there were dis-economies of scale because the distribution, marketing, and administrative costs had risen along with the increased revenue. The expansion and inefficient manufacturing added complexity to its distribution network, and with a greater debt load and less cash, the company was unable to reposition itself in the market when its low-cost provider strategy failed. Not only was the company unable to pursue other opportunities but it also did not have the cash to properly maintain many of its existing stores, which quickly became run down. Winn-Dixie was stuck as a general grocer with few options at a time when the industry was rapidly evolving. Following faulty strategies of expansion, supply chain changes, and increased debt, Winn-Dixie declared bankruptcy. Students will take the view that Paul “Flip” Huffard, lead consultant from Blackstone LP, had in determining the valuation and new capital structure of the company. These decisions would be critical, as they affected what each creditor class would receive and whether Winn-Dixie could emerge from bankruptcy.

Students will: 1. Assess the importance and negative financial impact of past strategic moves, and suggest possible future strategic directions and the expected benefits of such changes. 2. Learn quantitative valuation methods for a company in Chapter 11 and their effects on stakeholders. 3. Learn the elements of a plan of reorganization, including the capital structure, treatment of multiple creditor groups, and management compensation. 4. Discuss sources and uses of capital during a Chapter 11 turnaround.