Corporate Restructuring

Author: Tom Coghlan

On a regular basis the financial press reports a variety of corporate restructurings, including mergers, acquisitions, divestments, and hostile takeovers. All too often, these efforts do not achieve the results that were intended, often because the high-level goal of “making the deal” became disengaged from the financial and operational reality.

In this course we will review the differences between corporate and operational restructuring, types of business combinations, going private, hostile takeovers, defenses against hostile takeovers, and corporate divestment. We will also review actual restructuring cases that were not successful and discuss potential reasons.

Publication Date: April 2019

Designed For
Financial officers, controllers and chief financial officers; financial, managerial and cost accountants; financial and business analysts; budget managers and analysts; risk managers; chief information officers and information technology professionals.

Topics Covered

• Difference between corporate and operational restructuring
• Business combinations, including mergers and acquisitions
• Going private using debt
• Hostile takeover tactics
• Defenses against hostile takeovers
• Corporate divestments

Learning Objectives

• Recognize how to demonstrate an understanding of mergers, acquisitions, and leveraged buyout
• Identify takeovers and defenses against takeovers
• Identify and describe divestiture concepts: spin-offs, split-ups, equity carve-outs, and tracking stock
• Differentiate types of corporate restructuring
• Recognize the three main reasons for merger and acquisition activity
• Describe correct statements about mergers and acquistions
• Recognize defense actions employed to defend against hostile takeover
• Identify types of corporate divestiture a company issues as specialized equity offering based on the operations of a business segment
• Describe types of business combination
• Identify a "poison pill" making a company unattractive to a bidder
• Recognize which type of business combination is most likely to have anti”trust implications
• Differentiate correct statements about goodwill

Level
Basic

Instructional Method
Self-Study

NASBA Field of Study
Business Management & Organization (2 hours)

Program Prerequisites
None

Advance Preparation
None