Course Syllabus FINA 5700: Finance Capstone Thursdays 6:30 to 9:20PM, Wooten 117 Spring 2011 Professor: Dr. John Kensinger CBA 168G 940-565-3050 (office) 940-566-2713 (home) 940-566-4234 (fax) email: kensingerj@mac.com web: www.coba.unt.edu/firel/kensinge/fina5700 Office hours: Tuesday & Thursday 5:15 PM to 6:15 PM in office (also available after class in the classroom) Texts and Readings: 1. Package of Harvard Business School Cases. 2. Michael Porter, Competitive Advantage, Free Press (1985, new introduction 1998) ISBN 0-684-84146-0. 3. Donald H. Chew (editor), The New Corporate Finance Where Theory Meets Practice, 3rd Edition, McGraw-Hill (2001) ISBN 007233973X Pbk. 4. Readings packages will be handed out in advance of class discussions. 5. Additional reference readings are indicated in the course schedule, and are available in Brealey, Myers & Allen, Principles of Corporate Finance, McGraw-Hill (10th Ed. 2011) ISBN 13 9780077356385. These reference readings are provided as an aid for students desiring additional help, and are highly recommended. Disability Accommodation The College of Business Administration complies with the Americans with Disabilities Act in making reasonable accommodation for qualified students with disability. If you have an established disability as defined in the Americans with Disabilities Act and would like to request accommodation, please see me as soon as possible (by the third class meeting, please). My office hours and office number are shown on this syllabus. Student Quorum In order to offer some relief for students who may get caught in occasional traffic delays, we will wait up to 10 minutes to begin covering new material if fewer than 80% of the enrolled students are present. If we are delayed waiting for a quorum, we will spend the time reviewing questions students may have about prior material. Regardless of the presence of a full quorum, however, we will not delay any longer than 10 minutes. When enough students are present at the scheduled starting time, of course, we will begin coverage of new material immediately. Course Syllabus FINA 5700: Finance Capstone Spring 2011 Brief Description of the Course The course consists of group discussions of seventeen cases and two sets of readings, as well as three lecture sessions. Most of the problems raised in the cases are strategic in nature rather than tactical. In addition to the lectures and case discussions, we will be using several articles from the business press to focus on controversial issues and discrepancies between theory and practice. Purpose of the Course The overall purpose is for you to apply what you have learned in earlier courses to the solution of realistic business problems, from the perspective of a global financier. All of the concepts and tools of finance will be integrated around five key paradigms and three separation principles, and these will be related to the concepts of business strategy. For their solution, the cases require not only an orderly use of the paradigms and principles of finance, but also an innovative application of the principles of business strategy. Cell Phones: Cell phones must be turned off and put away during examinations. Absolutely no text messaging or wireless email is allowed during examinations. Those leaving the examination room for any reason may not use cell phones and other wireless devices or discuss the exam with anyone while the examination is still under way. Grading Course grades will be calculated using the following weights: Course Grade 20% Class participation 40% Midterm Examination 40% Final Examination In addition to the midterm and final examinations, participation in class discussions will be evaluated. All requirements, including class participation, must be met satisfactorily in order to complete the course. During discussions, students may be called on at random to answer short questions, or give an extemporaneous discussion (5 minutes or less). The examination questions will be essays that are extemporaneous analyses of short cases. The goal will be to apply the major concepts of finance to specific situations and draw valid conclusions. The point is not to show everything you know, but to use what is relevant for the case at hand. A very common error is to write things that don’t bear on the case. Makeup or re-scheduled exams will be allowed with valid medical justification, because of some other documented personal emergency, or by prior arrangement to accommodate some other unavoidable conflict. Routine makeup exams must be completed prior to the next class meeting (to schedule the makeup, contact the FIREL department office, 940-565-3050). In case of prolonged incapacitation that is documented, other arrangements will be tailored to fit the particular situation. 2 Course Syllabus FINA 5700: Finance Capstone Spring 2011 Class Schedule Jan 20: Introductory Lecture: The touchstones of finance Additional reading: Chew: Preface and Introduction Reference: Brealey, Myers & Allen: Chapter 1: “Goals and Governance of the Firm” Chapter14: “An Overview of Corporate Financing” Chapter 34: Conclusions: What We Do and Do Not Know About Finance” Jan 27: Library Assignment: The purpose of the library assignment is for you to become familiar with the wide variety of analyst’s reports that are available for publicly traded corporations, and in particular to become familiar with the things analysts consider in making their recommendations. In many ways, the cases we will be considering involve the same things the analysts consider. The University library offers a help desk that could provide assistance, and I recommend you visit them. The Internet is also a very valuable resource. Try visiting the Charles Schwab or Merrill Lynch website and navigate to their research tools. The Schwab website, for example, offers research links to its own equity ratings, plus the Standard & Poors reports. Please pick about half a dozen companies to consider (these could be companies you are interested in learning more about, or ones you have read about recently). When you look at sets of reports for several companies, you will soon get a sense of what the analysts look for, and how they respond to strategic actions by management. In order to make the necessary time available, you may use the class time January 27 for your library visit (we will not have a regular meeting then). When we meet again on February 3, please be prepared to share your observations about what management might be able to do in order to gain more favorable response from the analysts, and more value for the company’s stock (if you like, you could also offer your impressions about how well the analysts’ reports actually reflect the true value drivers for the stocks). 3 Course Syllabus Feb 3: FINA 5700: Finance Capstone Spring 2011 Lecture: Financial theory and corporate strategy 1st case: “Tomago Aluminium” handout 2nd case: “Dialog Semiconductor” handout Additional reading: Chew: Part I: Man & Markets (read editor’s introduction plus ch. 1-4) Porter: Study Chapters 1&2 carefully and critically. Read the remainder of Part I the way you would a magazine article. Skim Parts II, III, and IV in order to become familiar with the applications available in the book—then later you will be able to find the parts that are relevant to specific cases under discussion. Articles (handouts): Michael E. Porter, “From Competitive Advantage to Corporate Strategy,” Harvard Business Review (May-June 1987) pp. 43-59. Michael E. Porter, “The Five Competitive Forces That Shape Strategy,” Harvard Business Review (January 2008). Alfred Rappaport, “CFOs and Strategists: Forging a Common Framework,” Harvard Business Review (May-June 1992) pp. 84-91. Simon M. Keane, “Can a Successful Company Expect to Increase Its Share Price? A Clarification of a Common Misconception,” Journal of Applied Corporate Finance (Fall 1990), pp.82-88. Michael E. Porter, “The Competitive Advantage of Nations,” Harvard Business Review (March-April 1990) pp. 73-93. Jeffrey F. Rayport & John J. Sviokla, “Exploiting the Virtual Value Chain,” Harvard Business Review (Nov-Dec 1995) pp. 75-85. Martha Amram and Nalin Kulatilaka, “Disciplined Decisions: Aligning Strategy with the Financial Markets,” Harvard Business Review (January-February 1999) pp. 95-104. Alfred Rappaport, “Ten Ways to Create Shareholder Value,” Harvard Business Review Online (September 2006). Andrew H. Chen, James A. Conover, and John W. Kensinger, “Proven Ways to Increase Share Value,” Journal of Applied Finance Vol.12 No.1 (Spring/Summer 2002) pp. 89-97. Reference: Brealey, Myers, & Allen Chapter 10 “Project Analysis” Chapter 11 “Investment, Strategy, and Economic Rents” Feb 10: Managing for Value 3rd case: “Lockheed Tri-Star and Capital Budgeting,” handout 4th case: “Congoleum Corporation,” Case Package Additional reading: Chew, Chapters 9-11, Economic Value Added (EVA) 4 Course Syllabus Feb 17: FINA 5700: Finance Capstone Spring 2011 Incremental analysis and project financing 5th case: “The Super Project,” Case Package 6th case: “Southport Minerals, Inc.,” Case Package Additional reading: Chew: Chapter 26 “Using Project Finance to Fund Infrastructure Investments” Articles (handouts): John Kensinger & John Martin, “Project Financing: Raising Money the Old-Fashioned Way,” Journal of Applied Corporate Finance (Fall 1988) pp. 69-81. Feb 24: Making investment decisions when options are involved 7th case: “E.I. DuPont de Nemours & Company: Titanium Dioxide,” Case Package 8th case: “The Starship Project,” handout Mar 3: Discussion of capital budgeting in practice. Background reading: Readings packet on capital budgeting (handout) Chew: Editor’s introduction for Part II Chapter 6 “Finance Theory and Financial Strategy” Chapter 7 “The Economics of Organizational Architecture” Chapter 45 “Continental Bank Roundtable on the Role of Corporate Boards” 5 Course Syllabus FINA 5700: Finance Capstone Spring 2011 Mar 3: Lecture: The basics of Option Pricing Theory (OPT), and applications in financial decision-making “Capital Projects as Real Options,” Case Package Articles (handouts): Timothy A. Luehrman, “Strategy as a Portfolio of Real Options,” Harvard Business Review (September-October 1998) pp. 89-99. Van Putten & MacMillan, “Making Real Options Really Work,” Harvard Business Review (Dec 2004) pp. 134-141. Michael Brennan & Eduardo Schwartz, “A New Approach to Evaluating Natural Resource Investments,” reprinted in Donald Chew (editor), The New Corporate Finance: Where Theory Meets Practice, 1st Ed. (New York, McGraw-Hill: 1993), pp. 98-107. Lenos Trigeorgis & Scott Mason, “Valuing Managerial Flexibility,” Midland Corporate Finance Journal (Spring 1987) pp. 14-21. Siegel, Smith, & Paddock, “Valuing Offshore Oil Properties with Option Pricing Models,” Midland Corporate Finance Journal (Spring 1987) pp. 22-30. John Kensinger: “Adding the Value of Active Management into the Capital Budgeting Equation,” Midland Corporate Finance Journal (Spring 1987) pp. 31-42. Reference: Brealey, Myers, & Allen Chapter 20 “Understanding Options” Chapter 21 “Valuing Options” Chapter 22 “Real Options” Also see the section titled “Financial Planning as Managing a Portfolio of Options” in Chapter 29. Mar 10: Financial leverage 9th case: “Netscape’s IPO,” Case Package 10th case: “Arundel Partners,” Case Package Additional reading: Chew Editor’s introduction for Part VI Chapter 36 “The Modern Industrial Revolution, Exit, and the Failure of Internal Control Systems” Chapter 37 “The Motives and Methods of Corporate Restructuring” Mar 17: SPRING BREAK 6 Course Syllabus Mar 24: FINA 5700: Finance Capstone Spring 2011 Financial leverage as harvest strategy 11th case: “Colt Industries, Inc.” Case Package 12th case: “Gulf Oil Corporation,” Case Package Additional reading: Chew Chapter 38 “How Stock Swap Mergers Affect Shareholder and Bondholder Wealth” Chapter 39 “To Purchase or to Pool: Does It Matter” Mar 31: MIDTERM EXAMINATION Apr 7: Leveraged buyout associations: better than corporations? 13th case: “RJR Nabisco,” Case Package 14th case: “Philip Morris Companies and Kraft, Inc.” Case Package Articles (handouts): Mohan and Chen, “A Review of the RJR-Nabisco Buyout,” Journal of Applied Corporate Finance (Summer 1990), pp.102-8 (handout). Michael Jensen, “Eclipse of the Public Corporation,” Harvard Business Review, September-October 1989 (handout). Additional reading: Chew Chapter 40 “Lessons from a Middle Market LBO: The case of O.M. Scott” Chapter 41 “Leveraged Recaps and the Curbing of Corporate Overinvestment” Chapter 42 “Some New Evidence that Spinoffs Create Value” Chapter 43 “The Evolution of Buyout Pricing and Financial Structure (Or What Went Wrong) in the 1980s” Chapter 44 “LBOs The Evolution of Financial Structures and Strategies” Apr 14: Looking for synergy and hidden value 14th case: “Cooper Industries, Inc.” Case Package 16th case: “MRC Inc. (A)” Case Package Additional reading: Peter F. Drucker, Chapter 51, “Building Unity Out of Diversity,” Management: Tasks, Responsibilities, Practices (handout) Apr 21: Lecture 4: Corporate restructuring, where are we going? 17th case: “The Challenge Ahead: Economic Growth, Global Interdependence, and the New Competition,” Case Package 7 Course Syllabus FINA 5700: Finance Capstone Spring 2011 April 28: Restructuring in response to economic globalization Readings packet on investor activism and corporate restructuring Articles (handouts): John Kensinger and John Martin, “Financing Network Organizations,” Journal of Applied Corporate Finance (Spring 1991) pp. 66-76. Reference: Brealey, Myers, & Allen Chapter 31 “Mergers” Chapter 32 “Corporate Restructuring” Chapter 33 “Governance and Corporate Control Around the World” May 5: Financial Execution 18th case: “Arley Merchandising Corp,” Case Package 19th case: “The Learjet Venture,” handout Additional reading: Chew Chapter 24 “The Origin of Lyons: A Case Study in Financial Innovation” Chapter 25 “The Uses of Hybrid Debt in Managing Corporate Risk” May 12: CUMULATIVE FINAL EXAMINATION (regular class time and place) 8