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The learning outcomes of this study are as follows:1. Learn to analyze a hostile takeover bid from the perspectives of the acquirer, target firm’s management and a large institutional investor in the target firm.2. Review the structuring, financing, valuation, mode of consideration, legal and regulatory aspects of a hostile takeover.3. Understand the role of the target firm’s board in a hostile takeover transaction.4. Address “to sell or not to sell” dilemma of a large institutional investor in the target firm in the event of a tender offer given financial and non-financial considerations.

On June 14, 2019, Pulak Prasad, Founder and Chief Executive Officer (CEO) at Nalanda Capital, in consultation with other managing partners at Nalanda Capital, had to decide whether to tender a 10.6% equity holding in Mindtree Ltd. in an unsolicited open offer made by Larsen and Toubro (L&T) Ltd. Until then, Nalanda Capital, led by Prasad, had aligned with the Mindtree founders and had led a campaign to thwart L&T’s bid to acquire Mindtree; L&T’s offer to acquire 31% of Mindtree shares was because of open on June 17, 2019 and it is time for Prasad and the management team to take a reasoned call – whether to stay in Mindtree or to exit? Associated aspects included – What could be the consequences of not selling the stake? What could be L&T’s game plan? Could Mindtree continue to create wealth for its shareholders under L&T?

This case is appropriate for Mergers & Acquisitions and Strategic Financial Management courses in modules focused on structuring, financing and takeover defence techniques in a hostile takeover transaction. The case is appropriate for graduate MBA and EMBA programmes.

Teaching notes are available for educators only.

CSS 1: Accounting and Finance.

Strategic decision making in cooperation projects. The decision deals with the process of generating a strategy for R&D and technological innovation in developing countries, through international cooperation.

Students of programs of strategic management, business policy and management of international cooperation. Target courses include: strategic management seminars, international cooperation seminars, MBA.

The case shows the process carried out by a team led by Braulio Perez Astray, manager of the innovation department of the Foundation University of A Coruna (Spain) and Radhames Mejia, executive vice-rector of the Pontifical Catholic University Madre y Maestra (Dominican Republic) to design the strategy for R&D and Technological Innovation of the Dominican Republic. It describes the tasks and responsibilities undertaken in the INPOLTEC Project, the result of the international cooperation between Spain and the Dominican Republic. It included the involvement of the Administration of Government of both countries, the contributions of the scientific community and a significant sample of Dominican companies, as well as the advice of Spanish experts and technologists in the field of innovation and technology policy. The case arises from the position of Braulio Perez Astray, leader of the project. The objective of this case is to analyze the potential transfer of this experience to other countries in Central America and Caribbean.

The learning objective is to facilitate students to investigate the decisions in the strategic process in the field of innovation and to reinforce the focus of international cooperation as a mechanism for strategic support in stimulating the flow of knowledge in science and technology.

Teaching notes are available. Please consult the librarian for access.

This case provides a vehicle for discussing analytical approaches to understanding bidding strategies in a hostile tender offer setting. In 1997, Hilton Hotels Corporation offered to acquire ITT Corporation in an unsolicited tender offer. ITT resisted in several ways. At the date of the case (July 17, 1997), ITT announces a restructuring of the firm aimed at delivering about $70 a share to its shareholders. The task for the student is to understand why Hilton's takeover attempt has failed thus far, and what the possible responses might be at this stage. The case contains a completed valuation analysis of ITT (prepared by the casewriter), which suggests that ITT is worth, at most, $89 a share to Hilton. In preparing a possibly higher bid for the firm, the student must weigh the probability of another bidder's entering the fray and that competitor's bid price. The instructor can use this setting to compare the target shareholders' outlook with the classic “prisoner's dilemma” and to discuss the expected value of not tendering—both concepts are important in devising a bidding response.

On March 18, 2019, Yuvraj Mehta, head Corporate Brand Management & Communications (CBMC) at Larsen & Toubro (L&T), heard about negative media narratives against L&T, following a high-profile merger and acquisition (M&A) between the company and Mindtree. Some of the allegations against L&T were “hostile takeover” and “destruction of Mindtree's culture.” Mehta was faced with the issue of influencing all stakeholders; turning the tide and changing the narrative from hostile takeover to continuity, growth and profitability; and integrating Mindtree and its employees and culture into L&T. Compared to L&T's previous acquisitions, which were small, and other strategic initiatives, which were mostly organic, Mindtree acquisition was the largest (in value terms) in its history. It was also the most complex as Mindtree promoters aggressively resisted the acquisition, and L&T had to acquire a large number of shares through an open offer. Media speculations began in January 2019 when L&T, the engineering and construction giant, planned to acquire a majority stake in the young IT firm, Mindtree. Soon the reporting changed to aggressive media ranting. Time was at a premium. Mehta knew he would need to begin strategising almost immediately. How should he proceed? What should be his first move?

Brand management, marketing management and retail.

This case is applicable to postgraduate business management students.

Mr Rajesh Jain promoted Miraaya chain of stores in the year 2010. Currently, Miraaya is a fast-evolving retail chain selling women's wear, and this case describes Miraaya's journey since its inception and its attempt to build a brand with limited resources and to carve a place for itself amidst growing competition and fast-growing customer awareness. Though Rajesh almost singlehandedly led the brand, the organization has professionals in each function and there has been process orientation – both for front-end functions as well as back-end functions, right from the beginning. In the second year of operation, the revenue grew very rapidly, but in the third year, when faced with the challenge of stagnant revenue, the organization could still increase the profitability. With a focus on product innovation, he and his team have been able to retain the customers' interest, which is at a premium with widespread competition from both organized and unorganized women's apparel retailers. With innovations like salwars in knitted fabric and cropped trousers with elastic waistband, Miraaya remained ahead of the pack. To keep the costs low, Rajesh and his team worked constantly on expanding via franchising and shop-in-shop formats as well as on online sales, thus also increasing the brand awareness. Students might come to the class with an understanding that brand building is done mainly through active communication in the media, while this case would create an opportunity for the students to appreciate that word-of-mouth, online media and building customer relationships via product innovation can be very exciting, affordable and successful media.

With the help of this case, students would learn about customer-based brand equity model and its factors. The case would also help to understand the challenges of brand building in retail in a country like India. It also defines the latest buying behaviour of Indian women and their aspirations.

The case illustrates the challenges and opportunities for a retail entrepreneur in an Indian environment. The case is a nice piece of work to showcase how a new retailer should build the brand in a highly competitive market. This case can be a source of inspiration among budding entrepreneurs.

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

Students discussing the case will be able to:▪ Evaluate and decide the marketing strategy that will best align the organizational resources and capabilities with the external environment.▪ Demonstrate the process of segmentation and choose the most attractive target market.▪ Analyze the competition and develop an effective positioning strategy.▪ Evaluate and use different growth strategies in business situations.

The case demonstrated the decision-making process behind the post-pandemic strategy of ShakahariS by Awadhpuri, a restaurant in the emerging Indian market. The restaurant was situated in Ahmedabad, one of the fastest-growing mini-metro cites of the Indian restaurant industry. It was known for authentic Indian vegetarian cuisine. The restaurant, originally named Awadhpuri, was started in 2012 by Ms. Vandana Singh. It was positioned as a non-vegetarian restaurant providing Awadhi cuisine in the fine-dining segment known for its ambiance and authentic taste. However, due to the predominant vegetarian market in Ahmedabad city, the restaurant was rebranded and repositioned as ShakahariS by Awadhpuri, serving only vegetarian cuisine in 2018. The years 2019–2020 were very harsh due to the Covid-19 crisis. During the uncertain times when the lockdowns and the guidelines kept on changing, it was difficult for the restaurant to even recover their costs. It was a good time to explore the possibilities of the cloud kitchen format, and they came up with multiple kitchens offering different cuisines and targeted new customer segments. The case highlighted these survival strategies adopted by the restaurant during Covid. Post-pandemic, the protagonist was now contemplating a long-term growth strategy for the restaurant to target a new market with a new offering. The dilemma for the restaurant is whether (or not) to align the marketing strategy by repositioning again to cater to the new target segment.

Undergraduate courses on Business Management (BBA) and specific topics in introductory courses on marketing management and strategic management of the post-management programs.

Teaching notes are available for educators only.

CSS 8: Marketing.

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.

To examine and create an ideal pathway model that can implement aiming to change the current improper practices in managing municipal solid waste (MSW) to sustainable practices. To acquire a better understanding of public participation and community culture helps in achieving the aim of reducing the amount of waste generation, sending less waste to landfill sites and encouraging the reuse and recycling of materials instead. To help students whom the awareness in the community regarding the importance of protecting the environment and acting in a civilization way has increased. To improve the MSW sustainability practices and enhance the waste sustainability practices together with energy and material conservation. To have more extensive knowledge and awareness of issues in waste management and some of the dilemmas managers of strategic and operations face.

Abu Dhabi’s center of waste management is known as Tadweer is a governmental entity under the Abu Dhabi Executive Council. Tadweer is responsible for managing every MSWs includes collecting, transferring, segregating, treating, recycling, reusing and tracking all kinds of wastes. CEO of Tadweer Dr Salem Alkabi called his team that manages various departments such as strategy, operations, projects and licensing. The meeting was to discuss Tadweer’s future directing and strategy for mismanagement of solid waste dumping into landfills in Abu Dhabi. Dumping in landfills is the main challenge Tadweer faced. Mr. Abdulrahman Albloushi’s strategy and business development executive director of Tadweer highlighted to Alkaabi how Tadweer could improve the waste management practices to make it more sustainable. Furthermore, assisting the center gets more benefit from the waste s instead of losing this valuable waste into landfills. Consequently, Mr. Abdulrahman must grapple with some difficult questions: how much the effectiveness in collecting waste from where it generated and removing it out-of-sight?

This case study is designed for undergraduate and postgraduate students, and executive MBA students of business management programs, especially for waste management, environmental management and strategic management courses.

Teaching Notes are available upon request.

CSS 4: Environmental management.

This case was written to help students develop their analytical and decision-making skills with regard to sales force evaluation. It identifies a variety of issues – in the Pakistani context particularly – within the sales force environment, including union representation, sales force team conflicts and power dynamics between superiors and subordinates. The various case lessons will enhance students’ analytical, negotiation and team-management skills. This case can be used to discuss the following issues: the complexity of objective and subjective evaluations of a sales force, sales force perceptions and cultural nuances for succeeding in Pakistan. Distribution structures and management in Pakistan. Characteristic features of the Pakistani pharmaceutical market. Students will be able to explain how salesperson performance information can be used to identify problems, determine their causes and suggest sales management actions to solve them. Students will be able to differentiate between an outcome-based and a behaviour-based perspective for evaluating and controlling salesperson performance. Students will understand how to control one’s behaviour in conflict situations by identifying common interests and achieving a “win-win” situation.

The Al-Ain case describes sales force management and sales force evaluation in a situation that involves a high-performing team operating in a hostile environment. Al-Ain eye centre (Al-Ain), located in the city of Karachi in Sindh state of Southern Pakistan, is a small-scale hospital that has diversified into the pharmaceutical business. Al-Ain’s product portfolio includes analgesics, antibiotics, ophthalmology products and cardiology products. This case focusses on team management and the relationship between a sales manager and subordinate salespeople in the context of Pakistani culture. A sales representative has received a poor performance assessment, which he perceives to be an unfair evaluation of his efforts. As a result of the situation, he subsequently joins a union and creates problems for his superiors. As they explore these management issues within a sales force, students will develop an appreciation for objective methods of sales force evaluation, as well as for the complexity of handling high-performing teams, the importance of employee perceptions and the scope of subjective biases in sales force evaluation that can emerge in practice.

The case is suited to undergraduate or MBA courses on sales management, organizational behaviour, distribution management, marketing/strategy and pharmaceutical industries. It addresses issues of sales force management, sales territory allocations, sales target fixation, team conflict, promotion, team bonus and distribution management in the pharmaceutical industry in Pakistan.

Teaching Notes are available for educators only.

CSS 8: Marketing.

The present case study discusses the multi-branded strategy of hotels by the Indian Hotels Company Limited (IHCL) in 2012. The brand architecture of the group in 2012 consisted of four brands, namely Taj, Vivanta, Gateway and Ginger. However such brand architecture posed quite a few challenges for the group such as positioning, sustain the different brands and avoiding brand dilution since both The Gateway and Vivanta had a tag “by Taj” which could erode the premium associations of the parent brand.

The case is based on secondary research and has been developed using published information collected from online and offline sources. Wherever required, written permission has been obtained from the copyright holders (Exhibits VII-IX). Direct quotes have been properly cited from original sources.

This case could be a part of the Marketing Management course in an undergraduate Program in Business Management. The specific topics which could be facilitated through this case are Segmenting, Targeting and Positioning. The case could also be a part of a Brand Management course in the same program for specialized subjects where it could illustrate the concept of Brand Architecture. In case of an Executive Education Program, this case can be used to facilitate issues in Marketing as well as Brand Management.