Understanding and Managing Mergers and Acquisitions

Description

The course deals with the economic, legal and financial aspects of Mergers & Acquisitions (M&A).

Many executives say they use M&A (Mergers & Acquisitions) as a means to consolidate or expand the market position or increase its production efficiency. Most mergers and acquisitions, however, fail to create value, leading to the so-called ‘merger paradox’.  The global M&A market has soared to astronomical levels in the last two decades, with total deals announced reaching values up to US$ 4 trillion annually since 2008. M&As have been one of the major capital expenditures of corporations since 2000, often exceeding the levels of Fixed Investment and R&D combined. Major M&A transactions often appear in the headlines of newspapers. Notable examples for this are the unfriendly takeover bid of Mexico’s América Móvil for the Dutch telecom provider KPN as well as Apple’s successful acquisition of Beats Electronics, a company partly owned by the famous rapper Dr. Dre. Moreover, many executives deal with smaller M&A transactions on a daily basis. Many of these executives would tell you that they use M&A as a way to consolidate or expand the market position of their firms or to increase their efficiency, and other business development objectives. Yet, most mergers and acquisitions repeatedly fail to generate economic value. This is what some experts call the ‘merger paradox’. 

The explosive growth in the number, size, and complexity of mergers and acquisitions during the latter part of the 1990s and between - and especially since 2008 has demonstrated how ingrained this way of doing business has become in the global business community. Interestingly, an M&A outburst is always followed by a similar move, but in the opposite direction: downwards, through divestitures. Many acquirers subsequently pursue spin-offs or split-ups. These dynamics form the frame of a course that contributes to understanding the position of firms, their investors and a other stakeholders. .

Interestingly, the global merger market in times of Covid-19 was more dynamic than ever, with 2021 as the second highest level in history. While prominent companies like Google Cloud, Nestle SA and Boohoo have announced their openness for acquisition, others initially appeared to reconsider any risky moves. The economic pressure reflected from postponing the deal activity between acquisitions and followed to late stage operations and final transactions. But on the other hand, the ongoing impacts of the crisis provided opportunities for companies to headhunt for benefits and win bids. But what is happening on the markets in terms of new strategic objectives and their barriers? What is the result of comparison of previous capabilities and expected volumes for the nearest future? Which are the legal consequences of the Covid-19 crisis for M&A contracts? Was Covid-19 a ‘one-off’ incident, or might it provide a revised playbook for M&As in future crisis environments?

The M&A summer course provides its participants with answers to these questions and will present an introduction and insight into the world of merger markets as well as a discussion on the topic of Material Adverse Change (MAC) clauses. 

Below you can find a trailer for this course. In addition, we have made a sample available for this course. See: https://www.youtube.com/watch?v=wYC5RxfeuAQ.

Day program MA Summer Course USS 2024 28-3-2024_0.pdf

Target audience

Bachelor and Master students with an interest in Law & Economics. PhD students and young professionals are also welcome to apply.

Aim of the course

To equip students and young professionals with an insight into the background and development of key issues of M&A, relevant transaction documents and valuations. In addition, participants will acquire valuable negotiation skills as well as learn how to draft acquisition proposals. This course is also an excellent introduction to the LLM/MSc 'Law & Economics' and ’Economics & Law’ programmes at Utrecht University.

Study load

Contact hours daily: four to five hours (lectures, group assignments). Self-study daily: four hours (preparation and research).

Participants can choose to make a final exam on the last day of the course or to participate in a group presentation with a pitch about a M&A proposal for a multinational company judged by a jury. Grading is based on a 10-point scale on the weighted sum of different elements.

Tags

• M&A
• merger paradox
• mergers and acquisitions
• valuation
• value creation