DBS Bank
Workshop on Corporate Financial Restructuring
Ian Giddy
New York University
Corporate restructuring: any substantial
change in a company’s financial structure, or ownership or control, or business
portfolio, designed to increase the value of the firm
Schedule and Case Study
Assignments
Day 1
Recapitalizing Asian Enterprises
Time |
Topic |
Remarks |
8:30-10:15 |
The changing environment for Asian business |
|
10:30-12:00 |
Concepts of corporate and financial restructuring |
Discussion of Sammi Steel case |
12:00-13:00 |
Working lunch |
Group discussion of Intralinks case |
13:00-14:00 |
Office time |
|
14:00-14:30 |
Financing the "new economy" |
Discussion of Intralinks case |
14:30-16:00 |
Recapitalizing Asian corporations: what form of equity? |
Discussion of TPI restructuring, Siam Cement and Astra |
16:00-17:00 |
The Role of DBS Bank in Corporate Financial Restructiuring |
Discussion Session with senior management |
17:00-17:30 |
Planning for live case studies |
|
Case Study: Intralinks
Assignment: In 1999 Intralinks, a fast-growing "dot com" company based in
New York's Silicon Alley, was seeking advice on the next stage of financing
its growth. What do you recommend?
Case Study: Photronics
Assignment: This global manufacturer of photomasks, with significant operations
in Singapore, is seeking funds for expansion of its production facilities
in Asia and Europe. One recommendation is that the funding be obtained through
a debt issue. Does this make sense, given the company's stage in its corporate
life cycle and its capacity for further leverage?
Case Study: Thai
Petrochemical Industry
Assignment: TPI, the heavily indebted Thai company, is under pressure to
recapitalize. Having completed a restructuring of its debt, the company plans
to reduce its debt/equity ratio to below 0.5 by the end of 2000. How could
this be done? What method should it have used to ensure the company's long
run survival? What can be learned from the way
Siam Cement
and Siam
Commercial Bank
have approached their refinancing?
Case Study:
Astra International
Assignment: What kind of financial restructuring is needed to make the company
attractive to foreign equity investors, domestic and foreign? What kind of
rate of return would such investors expect?
Day 2
Reconfiguring and Designing Corporate Debt
Time |
Topic |
Remarks |
8:30-10 |
The cost of equity and the cost of capital |
Discussion of Nokia 2000 case |
10:00-12:00 |
Financial restructuring in a constrained environment |
Group work on Nokia -- the Early Years case |
12:00-13:00 |
Working lunch |
Nokia |
13:00-14:00 |
Office time |
|
14:00-15:00 |
What kind of debt? What derivatives? |
Discussion of Nokia's debt, DBS Pens and Ciba |
15:00-16:00 |
Understanding economic exposure |
Group work on Ban Pu case |
16:00-17:00 |
Reconfiguring debt in a constrained environment |
Discussion of Ban Pu's financing alternatives |
Case Study:
Nokia 2000
Assignment: Read the questions posed by Nokia's CFO, and consider the way
in which they were answered.
Case Study:
Nokia -- The Early Years
and Exhibits
(Acrobat
file)
Assignment: What form of financing should Nokia use to finance its $400 million
US acquisition?
Case Study: DBS Pens
Assignment: How do these securities deal with foreign ownership restrictions?
Case Study: Exportadores
Pesces de Concepcion
(Acrobat
file)
Assignment: In what currency should Chile's salmon exporters finance their
exports to Japan? Pesos? Yen? Dollars? Krone?
Case Study: Financing
Ciba
and Exhibits
(Acrobat
file)
Assignment: What is the recommended maturity, interest contract, and currency
to finance Ciba's future investments?
Case Study: Ban Pu
Coal Company
and Exhibits
(Acrobat
file)
Assignment: What is the recommended maturity, interest contract, and currency
to finance Ban Pu’s Mai Moh project and future expansion?
Day 3
Financial Engineering and Restructuring Corporate Ownership
Time |
Topic |
Remarks |
8:30-10:00 |
When should a company issue quasi-equity or hybrid securities? |
Discussion of Deutsche Bank MTN |
10:00-12:00 |
Design of convertibles and warrant bonds |
Group work and discussion of Ban Pu convertible bond |
12:00-13:00 |
Lunch |
|
13:00-14:00 |
Office time |
|
14:00-15:00 |
What drives mergers, divestitures, management buy-outs and other forms
of corporate ownership restructuring? |
Illustration: Kodak-Sterling Drug |
15:00-16:00 |
Valuing merger synergies |
Discussion of Feng-Shui Compass; Group work on Kelantan-Ipoh case |
16:00-17:00 |
Financing acquisitions |
Special case: the LBO |
Case Study: Ban
Pu Convertible Bond
Assignment: How did this baht-denominated convertible bond work, and where
did it fit in with Ban Pu’s recapitalization? When should a company
issue bonds (or arrange a term loan) with stock warrants?
Case Study: 6 Battery Road
Assignment: What is the nature of the options given to the investor in this
deal, and what are they worth?
Case Study: The Acquisition
of Feng-Shui Compass Company
Assignment: What was the maximum price that PT Fakawi should offer for Feng-Shui?
Case Study: Ipoh-Kelantan
Assignment: Quantify the synergies and other effects of a merger between two
Malaysian banks, and assess whether the shareholders of each bank will be
better off, or worse off, after the merger.
.
Day 4
Restructuring Corporate Ownership, continued
Time |
Topic |
Remarks |
8:30-9:30 |
Extracting added value via ownership restructuring |
Application to a company in an emerging market |
9:30-12:00 |
Valuation of a corporate acquisition target |
Group work on SinoPac-Taishin Merger |
12:00-13:00 |
Working lunch |
Amazon.com |
13:00-14:00 |
Office time |
|
14:00-15:00 |
Valuation of high-growth companies |
Review and discussion of Amazon.com case |
15:00-16:00 |
Hostile and competitive acquisitions |
Discussion of YHS case and PCCW/SingTel/HKTel |
16:00-17:00 |
Preparation for live case studies |
Group work |
Case Study: Ipoh-Kelantan
(continued)
Assignment: You are advising Kelantan Bank on its proposed acquisition of
Ipoh Bank. Value the two banks and advise on the acquisition price, the form
of payment, and the financing.
Case Study: Valuing Amazon.com
(Acrobat
file)
Assignment: Do you agree with the valuation method used by the analysts? What
are the alternatives?
See also Atoms, Bits and Cash
Case Study: The Bid for
Yeo Hiap Seng
(Acrobat
file)
Assignment: A hostile acquisition in Singapore illustrates the key valuation
issues in M&A in a competitive bidding context
Day 5
Corporate Financial Restructuring: DBS Applications
Time |
Topic |
8:30-9:00 |
Introduction |
9:00-12:00 |
Group work on live case studies |
12:00-13:00 |
Working Lunch |
13:00-13:30 |
Office time |
13:30-14:30 |
Group work on presentations |
14:30-17:00 |
Group presentations to senior management
Synopsis of the workshop |
Background Materials
Financial
Restructuring in Asia: Issues and Opportunities
Background Materials on Corporate Finance may be found at the
following website:
http://giddy.org/ibmfinance/finmat.htm
Excel spreadsheets for Corporate Finance and Valuation may be
found at:
http://giddy.org/ibmfinance/spreadsheets.htm
A sample Excel spreadsheet for the valuation of a merged company
may be found at:
http://giddy.org/dbs/ipoh.xls
|