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Article
Publication date: 12 March 2021

Timothy A. Kruse

This paper is a clinical examination of the October 2013 Management Buyout of Dell Inc. by founder Michael Dell and Silver Lake Partners for a total consideration of…

Abstract

Purpose

This paper is a clinical examination of the October 2013 Management Buyout of Dell Inc. by founder Michael Dell and Silver Lake Partners for a total consideration of $13.88 per share. The proposed transaction was targeted by shareholders unhappy with the deal price and voting framework. Various shareholders went on to file an appraisal suit. Examining these events yields insights into shareholder rights issues in a major transaction.

Design/methodology/approach

The paper examines events surrounding the acquisition including the negotiation process, go-shop period, shareholder activist demands for a higher price, shareholder voting and the subsequent appraisal trial and appeal.

Findings

Despite suggesting Dell's board fulfilled its fiduciary duties, Delaware Vice Chancellor Travis Laster awarded petitioning shareholders $17.62 per share, a 27% premium to the final deal consideration. This article draws on Laster's decision and research examining topics raised by the surrounding events to argue minority shareholder interests were not sufficiently protected.

Research limitations/implications

The Dell transaction represents only one data point. Moreover, Vice Chancellor Laster's decision was reversed on appeal.

Originality/value

Nevertheless, the paper discusses the nuances surrounding many issues of interest to practitioners involving large going private transactions. It could also be used to illustrate many “real world” perspectives in an advanced corporate finance or mergers and acquisitions class.

Details

Managerial Finance, vol. 47 no. 8
Type: Research Article
ISSN: 0307-4358

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Article
Publication date: 4 May 2012

Timothy A. Kruse and Kazunori Suzuki

This paper seeks to analyse Steel Partners' investments and activism targeting United Industrial, Ronson, and BKF Capital to provide context for the debate surrounding…

Abstract

Purpose

This paper seeks to analyse Steel Partners' investments and activism targeting United Industrial, Ronson, and BKF Capital to provide context for the debate surrounding shareholder activism by hedge funds and how incumbent management should cope with it. Steel Partners is one of the busiest and most controversial activist investors in both the USA and Japan.

Design/methodology/approach

An in‐depth clinical analysis of Steel Partners activism at three targets is performed. Context is then provided with a broader study of 63 companies targeted by Steel Partners.

Findings

The paper reveals that Steel achieved remarkably different degrees of success with each target. This analysis suggests the use of longer post‐activism windows to examine performance, more nuanced definitions of successful activism, and the inclusion of officer and director ownership as a predictor of activist success and target performance.

Practical implications

Managers wishing to maintain their independence face a difficult balancing act. One option is simply to refuse to negotiate, preferably while maintaining a substantial ownership stake. However, the activist might launch a proxy fight or hostile bid, file a lawsuit, or even encourage a wolf‐pack type campaign. For activists, target selection, especially managerial ownership, and patience are important. Steel quickly achieved its goals at BKF and failed at Ronson despite maintaining its stake for more than 13 years. It suffered large losses in both cases.

Originality/value

This paper provides researchers and practitioners with additional insights into the debate concerning the value of hedge fund activism. It also suggests several new questions to researchers examining corporate governance and activism.

Details

Managerial Finance, vol. 38 no. 6
Type: Research Article
ISSN: 0307-4358

Keywords

Content available
Article
Publication date: 5 December 2019

Joseph Blasi, Dan Weltmann and Douglas Kruse

Abstract

Details

Journal of Participation and Employee Ownership, vol. 2 no. 3
Type: Research Article
ISSN: 2514-7641

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Article
Publication date: 1 April 2021

Adelson Pereira do Nascimento, Marcos Paulo Oliveira, Timothy J. Pettit and Marcelo Bronzo

This paper approaches the dynamics of supply chain resilience from the company from customer's point of view, seeking to illuminate which mechanisms and practices are used…

Abstract

Purpose

This paper approaches the dynamics of supply chain resilience from the company from customer's point of view, seeking to illuminate which mechanisms and practices are used (intentionally or unintentionally) to increase the resilience of their critical suppliers, and thus to evaluate the impact of these mechanisms and practices on its entire supply chain (SC).

Design/methodology/approach

The authors explore some emerging developments in organizational resilience with an embedded case study of a group of focal companies operating in the automotive SC. Therefore, semi-structured interviews have been conducted with buyers and sellers using content analysis, in the light of the prospect theory and the resource dependency theory.

Findings

The results indicate the existence of a resilience sheaf that runs through the entire supply chain, formed by a set of 11 formal mechanisms and informal practices.

Practical implications

This resilience sheaf can guide managers thorough SC resilience development by taking its components as a reference and optimizing the use of resources both effectively and efficiently.

Originality/value

SC resilience has been conceptualized as a function of an organization's situational awareness, the identification and management of key vulnerabilities and the ability to successfully react in a complex, dynamic and interconnected environment. These propositions highlight the features of both internal and external mechanisms to enhance organizational resilience.

Details

Continuity & Resilience Review, vol. 3 no. 1
Type: Research Article
ISSN: 2516-7502

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Article
Publication date: 18 January 2008

Monica Berger

The purpose of this article is to give an overview of scholarly monographs on rock music from 1980 to the present. It aims to provide an overview to the literature for…

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Abstract

Purpose

The purpose of this article is to give an overview of scholarly monographs on rock music from 1980 to the present. It aims to provide an overview to the literature for practical purposes of collection development as well as giving the reader insight into key issues and trends related to a interdisciplinary topic that attracts scholars from many disciplines in the humanities and social sciences.

Design/methodology/approach

This bibliographic essay, focusing on works related to American culture and of a general nature, includes an overview and historical background; a discussion of how music and ethnomusiciological scholars approach the topic; geographic approaches; literature on four key icons (Elvis, Dylan, Springsteen, and Madonna); American studies; subcultures and genres; other methodologies; and concludes by discussing notable recent works.

Findings

The scholarly literature on rock incorporates a wide variety of approaches and methodologies. Many music‐related scholars appropriate methodology from other disciplines and some non‐music‐related scholars use the formalistic analysis of music scholars. Authenticity is a major theme in the literature on rock.

Originality/value

This essay covers the widest range of monographs on the topic, providing insight into not only the key scholars but also the diversity of approaches to the topic. The historical approach to the literature gives the reader a sense of how the academic discourse on rock has evolved. This essay is of interest to librarians, scholars of rock music, and others concerned with how American scholarship in the humanities and the social sciences has grown since the advent of cultural studies.

Details

Collection Building, vol. 27 no. 1
Type: Research Article
ISSN: 0160-4953

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Article
Publication date: 26 November 2021

Jillian Cavanagh, Hannah Meacham, Patricia Pariona-Cabrera and Timothy Bartram

The purpose of the article is to examine the experiences of workers with intellectual disability (WWID) and subtle discriminatory practices that hold these workers back…

Abstract

Purpose

The purpose of the article is to examine the experiences of workers with intellectual disability (WWID) and subtle discriminatory practices that hold these workers back from thriving at the workplace.

Design/methodology/approach

The research design employs the Shore et al. (2011) framework of inclusion supported by optimal distinctiveness theory (ODT) (Brewer, 1991). These theoretical frames are used to examine the potential for WWID to become members of a work group and experience the opportunity to develop their unique selves, negotiate and thrive through their work for purposeful career outcomes. A qualitative case study approach was adopted through interviews and focus groups with a total of 91 participants: 41 WWID, 5 human resource (HR) managers, 5 duty/department managers (DMs), 24 colleagues and 16 supervisors.

Findings

The authors found that enhancing inclusion is underpinned by the positive impact of human resource management (HRM) practices and line management support for WWID feelings of belongingness and uniqueness that enable them to thrive through their work activities. The authors demonstrate that WWID need manager support and positive social interactions to increase their learning and vitality for work to embrace opportunities for growth. However, when WWID do not have these conditions, there are fewer opportunities for them to thrive at the workplace.

Practical implications

There is a need for formal HRM and management support and inclusive organisational interventions to mitigate discriminatory practices and better support WWID at work. There is an opportunity for HRM to design training and development around belongingness and uniqueness for this cohort of workers to maximise WWID opportunities to thrive through their work.

Originality/value

This study examines a cohort of WWID who are often forgotten and subtly discriminated against more so than other minority or vulnerable cohorts in the workplace, especially in terms of their development and reaching their full potential at work, which has an impact on their ability to thrive through their work. The paper makes an innovative contribution to the HRM literature through unpacking the processes through which Shore et al.'s (2011) conceptualisation of belongingness and uniqueness contributes to thriving for a marginalised and often overlooked cohort of workers.

Details

Personnel Review, vol. ahead-of-print no. ahead-of-print
Type: Research Article
ISSN: 0048-3486

Keywords

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Book part
Publication date: 26 October 2020

Nathan W. Carroll, Dean G. Smith and John R.C. Wheeler

The hospital industry is again experiencing a wave of consolidation as formerly independent hospitals are acquired by multihospital systems. The effects of these…

Abstract

The hospital industry is again experiencing a wave of consolidation as formerly independent hospitals are acquired by multihospital systems. The effects of these consolidations on operating costs and care quality have been researched extensively. However, in addition to these benefits, many hospitals also hope that joining a multihospital system will improve their access to capital. Improved access to capital could be a particularly important benefit for independent, not-for-profit (NFP) hospitals because these hospitals face capital constraints since they lack access to publicly issued equity. Despite being an often-cited benefit of system membership, access to capital has received little attention from researchers. We draw on financial theory to identify several mechanisms through which system membership might improve access to capital for acquired NFP hospitals. We develop and test hypotheses using data from an earlier period of hospital consolidation during which hospitals were even more financially constrained than they are at present. Using propensity score matched control hospitals, we examine changes in leverage that occurred after independent hospitals joined multihospital systems. We find evidence that system membership allows under-leveraged hospitals to increase their debt holdings, suggesting that system membership may help NFP hospitals attain an optimal capital structure.

Details

Transforming Health Care
Type: Book
ISBN: 978-1-83982-956-7

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Article
Publication date: 1 June 1993

Vadhindran K. Rao and James E. McIntyre

We examine whether Douglas and Santerre's (1990) substitutes hypothesis obtains for bank holding companies (BHCs); i.e. whether degree of ownership concentration and…

Abstract

We examine whether Douglas and Santerre's (1990) substitutes hypothesis obtains for bank holding companies (BHCs); i.e. whether degree of ownership concentration and salary incentives are alternative methods of aligning BHC CEO incentives with those of shareholders. Also examined is the relation between CEO salary and bonus and CEO tenure. Using a sample of 95 BHC drawn from the 1990 Forbes magazine compensation survey, we regress CEO salary and bonus against ROE, stock return, two measures of ownership concentration, and a CEO tenure variable. Our results 1) support the substitutes hypothesis as applied to BHCs, and, 2) find a negative relation between CEO salary and bonus and CEO tenure.

Details

Managerial Finance, vol. 19 no. 6
Type: Research Article
ISSN: 0307-4358

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Book part
Publication date: 7 March 2019

Asya Draganova

Abstract

Details

Popular Music in Contemporary Bulgaria: At the Crossroads
Type: Book
ISBN: 978-1-78743-697-8

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Article
Publication date: 6 November 2017

Hannah Meacham, Jillian Cavanagh, Amie Shaw and Timothy Bartram

The purpose of this paper is to examine how HRM practices enhance and/or impede the employment, participation, and well-being of workers with intellectual disabilities in…

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1394

Abstract

Purpose

The purpose of this paper is to examine how HRM practices enhance and/or impede the employment, participation, and well-being of workers with intellectual disabilities in three hotels located in Australia.

Design/methodology/approach

The research employs a case study methodology, including interviews with three HR managers, three department managers, 17 workers with intellectual disabilities, and focus groups of 16 supervisors and 24 work colleagues.

Findings

The research found that the opportunities to participate in work are driven primarily by developing a social climate that enables social cohesion through the altruistic motives of managers/supervisors and reciprocal relationships.

Originality/value

The findings lend support for the importance of both formal and informal HR practices, such as inclusive recruitment and selection, mentoring, and training and development, as well as individualised day-to-day support provided by supervisors and colleagues, to improve the participation and well-being of workers with an intellectual disability.

Details

Personnel Review, vol. 46 no. 8
Type: Research Article
ISSN: 0048-3486

Keywords

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