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Thoma Bravo – Citect Corporation (HBS 9-209-022)

Study Questions

1.Do you think TB or Schneider would create more value as the owner of Citect? 2.TB would assume what risks if they are the winning bidder? 3.Should TB continue to bid on Citect and at what price? Are the expected ROIs and IRRs to TB sufficient at your revised bid amount? (* note: a detailed evaluation model will be constructed during the class session *)

Study Questions

1.Is Newell just another conglomerate? How is it organized differently? 2.What general sources of value (potentially common to other acquirers) and specific sources of value does Newell bring to an acquisition? 3.What businesses should Newell be in? Should it acquire Sanford or Levelor? Acquisition of Consolidated Rail (A) (HBS 9-298-006)

Study Questions

1.Why does CSX want to buy Conrail? How much should CSX be willing to pay per share? 2.Analyze the structure of CSX’s offer for Conrail
a.Why did CSX make a two-tiered offer? What effect does this structure have on the transaction? b.What are the economic rationales for the various provisions of the merger agreement (no-talk clause, lock-up options, break-up fee and poison pill shareholder rights plan)? What are the implications of these provisions in regards to a takeover?

Study Questions:

1.List the important terms of the deal as outlined in the S-4 including pricing, structure, method of payment and other important provisions. 2.Critique the reasons for the transaction outlined by both Disney and Marvel relative to the risk factors. Which side appears to have had the upper hand in negotiations? Prior to looking at the offer price in more detail, do you think this will be a good deal for Disney in the long run? 3.Why did MVL management want stock vs. cash?

4.Using MVL’s historical financial statements (available on class website), estimate MVL’s future cash flows using reasonable assumptions. Conduct a DCF analysis at discount...
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