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At three o'clock in the morning on September 10, 2001, Thierry Hautillac, a risk arbitrageur, learns of the final agreement between Pinault-Printemps-Redoute SA (“PPR”) and LVMH Moët Hennessy Louis Vuitton SA (“LVMH”). After a contest for control of Gucci lasting over two years, PPR has emerged as the winner. PPR and LVMH have agreed for PPR to buy about half of LVMH's stock in Gucci for $94 per share, for Gucci to pay an extraordinary dividend of $7 per share, and for PPR to give a two and a half year put option with a strike price of $101.50 to the public shareholders in Gucci. The primary task for the student in this case is to recommend a course of action for Hautillac: should he sell his 2% holding of Gucci shares when the market opens, continue to hold his shares, or buy more shares? The student must estimate the risky arbitrage returns from each of these choices. As a basis for this decision, the student must value the terms of payment and consider what the Gucci stock price will do upon the market's open. The student must determine the intrinsic value of Gucci using a DCF model as well as information on peer firms and transactions. The student must consider potential synergies between Gucci and PPR and between Gucci and LVMH. The student must assess the likelihood of a higher bid, using analysis of price changes at earlier events in the contest for clues.

On completion of analysis of this case, students would be able to: appreciate the context of a typical delisting decision of a public company that is part of a large business group; analyze the complex nature of the relationships among the promoter shareholders, minority shareholders, government-controlled financial institutions, independent directors and executive directors in such a situation of transfer of value; and develop the best possible course of action for the promoters, independent directors and public shareholders, keeping into consideration the principles of corporate governance and the objective of shareholders’ wealth maximization.

The case presents an opportunity to examine the corporate restructuring and governance issues associated with the delisting attempt of India-based mining company Vedanta Ltd., by its London-based parent company, Vedanta Resources. The case focuses on the conflict of interests between the promoters of a business group and the public shareholders of a subsidiary, and the pivotal roles independent directors and proxy advisory firms play in supporting the public shareholders.

The case can be discussed in a graduate-level corporate strategy course that deals with restructuring and governance issues in companies, especially large group companies. It can also be discussed in a course of corporate governance where students have the opportunity to understand the potential conflict between promoters and other shareholders, and the moderating roles the independent directors and institutions may play in resolving such conflicts.

Teaching notes are available for educators only.

CSS 11: Strategy.

Deutsche Bahn AG (Deutsche Bahn hereafter) was the former German railroad monopolist until deregulation in 1996. It was a well-known company that operated in worldwide markets for transport and logistics at the time of the case (late 2013). The case “Deutsche Bahn AG: a former monopoly off track?” focuses on the opportunities and challenges faced by Deutsche Bahn with regard to its position in the German individual transportation market. On the one hand, Deutsche Bahn is facing external problems. Increasing competition in short- and long-distance traffic threatens its strong business position. The competition emerged from a growing long-distance bus market and the increase in private railway companies. During the last few years before 2013, Deutsche Bahn has lost several public tenders for individual passenger travel in Germany. On the other hand, Deutsche Bahn has internal problems that endanger its image as a service company. A lack of service quality and the technical condition of its trains has led to rising numbers of customer complaints. In addition, staffing and punctuality problems have exacerbated the situation. One of the main technical issues the company faces is that ordered trains have not been delivered on time. Given the focus on Deutsche Bahn’s domestic challenges, its international business activities are tackled only briefly. While regulatory and political events have an impact on Deutsche Bahn, these are not the main subjects of the case.

This case has been written from public sources. Consequently, no company release is provided. None of the information has been disguised in any way.

The case is intended for use in a 90-minute strategic management class attended by students at the end of their undergraduate studies or in postgraduate study. Although the case relates to issues in strategic management, the special regulatory environment and some of the issues covered could make the case a useful complement in other classes as well, such as classes in supply chain management (procurement) or the management of public companies. Therefore, students should have basic knowledge in developing strategies, management, marketing, human resource management, and finance.

Strategic Analysis and Strategic Management, Railroad Logistics, Deregulation of a former Monopoly, Stakeholder Theory.

Strategic management/business policy.

This case study is intended for undergraduate (business administration) level students.

PeakWater is a state-owned water supplier in Peakland. Owing to government restrictions, the water supply maintenance business of the company has to be outsourced to a separate entity, resulting in the establishment of FixIt, a wholly owned subsidiary of PeakWater. FixIt is mainly responsible for maintaining the water pumps, as well as investing in new projects for PeakWater. The lower efficiency and incompetence in investment of FixIt hinders the growth of PeakWater in the long run, and also causes discontent by the citizens. PeakWater's Board is evaluating two proposals submitted by the Group Planning Division.

These are: the nature of private enterprises and its creation of value for public enterprises; the conflicts of interest between private and public enterprises; and the criteria and considerations in the evaluation of corporate strategies.

Teaching notes are available – consult your librarian for access. The teaching notes include a list of supporting materials.

A student can evaluate the variables related to the corporate governance decision for the future of the companies while simultaneously facing other internal factors, such as understanding the owner's address style. In addition, the student will be able to balance and weigh current resources, understanding that the conceptual frameworks of agency theory, resource dependence theory, agency and transaction costs, as well as the types of leadership and power are useful to understand this type of companies, common in emerging markets.

This case describes the actions of Nestor Salcedo Guevara, founding partner of Industrial Andina S.A. and owner of NSG Service Stations, companies focused on industrial manufacturing and retail fuel sales, respectively. The case covers a period of 40 years, from the founding of Industrial Andina S.A. in 1978, its restructuring into a family business in 1982, the strategic decisions concerning the political and economic situations from the eighties to the new millennium, and the creation of NSG Service Stations in the year 2000, until August 2018, when Nestor faced the decision to expand NSG Service Stations and reactivate Industrial Andina SA with new projects. Therefore, Nestor must decide the next steps for the future of both companies. This case study highlights several challenges of business economics and administrative strategy facing entrepreneurs or experienced managers and allows to discuss in class concepts of corporate governance such as ownership structure, incomplete contracts, management styles and defensive strategies associated with the power of the CEO - Owner.

Undergraduate students in Business Administration or Economics and post-graduate MBA. Business Economics courses, Strategic Management, Corporate Governance courses.

Teaching Notes are available for educators only.

CSS 11: Strategy.

Rede Alta Velocidade, SA (RAVE), the state-owned company responsible for planning and developing a major high-speed rail project in Portugal, must persuade both public officials and lenders that the project is worth undertaking. It must also make a recommendation on the appropriate organizational form for the enterprise. Specifically, it must determine the role of the Portuguese government in financing and operating the high-speed rail network, with options ranging from full development and management of the project by the public sector to completely private development and management. Lying in between these two polar cases were a variety of hybrid models, often referred to as public-private partnerships (PPPs). Using data in the case, students have the opportunity to perform a benefit-cost analysis of the project. They also must think carefully about the optimal role of the government in a major new infrastructure project.

After analyzing and discussing the case, students will be able to:

• Understand the nature of a global public good

• Perform a back-of-the-envelope benefit-cost analysis of polio eradication

• Discuss the appropriate strategy for eradicating an infectious disease

• Apply game theory to analyzing which countries would be likely to contribute funds toward global polio eradication

• Discuss the role of private organizations in the provision of global public goods

Understand the nature of a global public good

Perform a back-of-the-envelope benefit-cost analysis of polio eradication

Discuss the appropriate strategy for eradicating an infectious disease

Apply game theory to analyzing which countries would be likely to contribute funds toward global polio eradication

Discuss the role of private organizations in the provision of global public goods

Management Strategy.

Management Graduates and Post-Graduates.

Today, tourism is one of the fastest growing industries throughout the world. The tourism industry plays a very crucial role in the country’s economy, as it not only contributes towards the national income but also brings beneficial spillover directly or indirectly on the other industries. Tourism is the most important source of income for many emerging countries. India, a newly emerging economy, also depends, to a great extent, on tourist income. However, this sector continues to not make optimal contribution in India. In today’s competitive arena, the state tourism corporations must use all possible means to maximise growth and profitability through pegging up the rate of tourist arrivals. There is a general agreement in the tourism industry at the theoretical level about the imperative of a public – private partnership (PPP) in serving this objective. PPP aims to synergise the efforts of the two components in the general development of society and increase in competitiveness. The public–private partnership in tourism industry is at an emerging stage and could be developed in various ways. This case study highlights the key learning from Delhi Tourism’s experience on how PPP can be implemented in the tourism sector. This case study discusses an opportunity for Delhi Tourism which can alter the landscape of the tourism industry of India and also the rejuvenation of Delhi Tourism, a public sector corporation, through PPP.

The case will give a clear understanding of the dynamics and environmental factors governing a mixed economy like India. The reasons for the PPP can be analysed through the case. Students can understand the strategic choice of taking a private partner by a public sector in a very dynamic industry, i.e. the tourism sector.

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

Three months into his first job as an IT consultant, newly minted MBA Phil Lee was wondering whether he had made a horrible mistake. Initially, he had been thrilled with his employer, Orion Information Technology Consulting, and the prospects for his professional future. He had specifically requested to work on projects in emerging markets, and his bosses had responded by flying him halfway around the world to New Delhi to meet with the head of procurement of a luxury property developer, Kirat Housing Development Society (KHDS). Lee thought the reason for the meeting was slightly unusual: Orion was planning to make a bid to supply building management software for KHDS's newest luxury tower, and this meeting would be the “pre-bid” negotiation. Lee wasn't totally sure what they'd even be discussing, as the tender already provided full details on exactly what modules would be required and even included specific penalty clauses for delays.

The meeting at KHDS seemed ordinary at first, but quickly took a turn when the assistant to the head of procurement explained that Orion would win the bid if it offered him a $200,000 contract as an “independent consultant.” Lee was stunned. To make matters worse, when he returned to his hotel room he found a gift waiting for him: an expensive-looking diamond pendant.

On his sleepless flight home, Lee's mind raced. Had his bosses known this would happen? Were bribes standard operating procedure? Now that he'd accepted a gift, was he complicit in wrongdoing? Lee didn't want to get fired, but he wasn't sure he could go along with this.

The essence of discounted cash flow valuation is simple; the asset is worth the expected cash flows it will generate, discounted to the reference date for the valuation exercise (normally, the day of the calculation). A survey article was written in Parker (1968), where it was stated that the earliest interest rate tables (use to discount value to the present) dated back to 1340. Works from Boulding (1935) and Keynes (1936) derived the IRR (Internal Rate of Return) for an investment. Samuelson (1937) compared the IRR and NPV (Net Present Value) approaches, arguing that rational investors should maximize NPV and not IRR. The previously mentioned works and the publication of Joel Dean’s reference book (Dean, 1951) on capital budgeting set the basis for the widespread use of the discounted cash flow approach into all business areas, aided by developments in portfolio theory. Nowadays, probably the model with more widespread use is the FCFE/FCFF (Free Cash Flow to Equity and Free Cash Flow to Firm) model. For simplification purposes, we will focus on the FCFE model, which basically is the FCF model’s version for the potential dividends. The focus is to value the business based on its dividends (potential or real), and thus care must be taken in order not to double count cash flows (this matter was treated in this case) and to assess what use is given to that excess cash flow – if it is invested wisely, what returns will come of them, how it is accounted for, etc. (Damodaran, 2006). The bridge to the FCFF model is straightforward; the FCFF includes FCFE and added cash that is owed to debtholders. References: Parker, R.H. (1968). “Discounted Cash Flow in Historical Perspective”, Journal of Accounting Research, v6, pp58-71. Boulding, K.E. (1935). “The Theory of a Single Investment”, Quarterly Journal of Economics, v49, pp479-494. Keynes, J. M. (1936). “The General Theory of Employment”, Macmillan, London. Samuelson, P. (1937). “Some Aspects of the Pure Theory of Capital”, Quarterly Journal of Economics, v51, pp. 469–496. Dean, Joel. (1951). “Capital Budgeting”, Columbia University Press, New York. Damodaran, A. (2006). “Damodaran on Valuation”, Second Edition, John Wiley and Sons, New York.

All information is taken from public sources and with consented company interviews.

Opportunities for value creation may be found in awkward and difficult circumstances. Good strategic thinking and ability to act swiftly are usually crucial to be able to take advantage of such tough environments. Amidst a country-wide economic crisis and general disbelief, José de Mello Group (JMG) saw one of its main assets’ (Brisa Highways) market value tumble down to unforeseen figures and was forced to act on it. Brisa’s main partners were eager in overpowering JMG’s control of the company, and outside pressure from Deutsche Bank was rising, due to the use of Brisa’s shares as collateral. JMG would have to revise its strategy and see if Brisa was worth fighting for; the market implicit assessment about the company’s prospects was very penalizing, but JMG’s predictions on Brisa’s future performance indicated that this could be an investment opportunity. Would it be wise to bet against the market?

This study is excellent for finance and strategy courses, at both undergraduate and graduate levels. Company valuation and corporate strategy are required.

The case provides an opportunity for participants to step into the shoes of Doshi and plan a way to expand Vardhman Envirotech (VE) business by either entering the government segment or by undertaking international market expansion. In doing so, participants should understand the existing strategy by taking into consideration the aspects regarding the manner in which VE’s Injection Recharge Well differs from the existing recharge well solutions. VE lack of experience in government segment, as well as international markets provides an interesting context for the case discussion wherein participants have to examine the positives and challenges of both expansion opportunities and decide the way forward.

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

CSS3: Entrepreneurship.