Argomenti dell'insegnamento
In this course, the aim is that students understand why mergers and acquisitions are among the most visible corporate events and why they often dominate business news. Large merger transactions or high-profile technology takeovers illustrate the opportunities and risks that come with restructuring. Students will see that behind the headlines are strategic and financial decisions that shape firms in practice. The first part introduces corporate restructuring as a broad concept, covering not only mergers and acquisitions but also balance sheet adjustments, financial and operational restructuring, and alternative strategies such as spin-offs, divestitures, and recapitalizations. Students will learn how merger waves develop and how economic cycles, regulation, and technological change influence restructuring activity. The second part examines mergers and acquisitions in detail. Students will study the motives for transactions, from synergies and economies of scale to diversification and control. They will work through the takeover process, understand the role of external advisors, and analyze takeover defenses that influence the outcome of hostile and friendly deals. Integration challenges are discussed as a key factor for success, and students will learn who ultimately benefits from transactions by examining market reactions and value distribution. The third part focuses on firm valuation. Students will apply valuation approaches to companies, synergies, and control rights, and will consider the specific challenges of valuing firms in cross-border transactions. Case studies highlight both the potential and the limitations of standard valuation tools in complex restructuring contexts. The final part addresses special topics such as special purpose acquisition companies (SPACs) and private equity, which are increasingly relevant in today’s deal environment. By combining lectures, case discussions, and exercises, the course provides students with both theoretical frameworks and practical insights into corporate restructuring and M&A.

Modalità di insegnamento
The course is mainly taught through front lecturing, complemented by case studies, exercises, and discussions. Guest lectures are planned to provide practitioner perspectives. While guest lectures depend on the availability of practitioners, the aim is to give students insights into current deal practice.

Obiettivi formativi e risultati di apprendimento (ulteriori info.)
The course aims to give students a deeper understanding of extraordinary corporate transactions, with a particular focus on mergers and acquisitions and alternative restructuring strategies. Students strengthen their problem-solving skills by working on valuation challenges, takeover defenses, and integration issues, learning to approach restructuring with both the perspective of managers and investors.

Modalità d'esame
The course assessment is based on a final written exam. The exam includes both theoretical questions and applied exercises related to corporate restructuring and M&A. The requirements are the same for attending and non-attending students.

Criteri di valutazione
The exam determines the final grade, with a passing threshold of 18 out of 30 points. Evaluation focuses on the correctness of calculations, the ability to apply valuation and restructuring concepts, and the quality of reasoning in analyzing complex transactions.

Bibliografia obbligatoria

There are no mandatory textbooks. The course is based on the lecture script and materials provided by the instructor.

Bibliografia facoltativa

Students who want to deepen their understanding may consult the following references:

• DePamphilis, D. M. (2021). Mergers, Acquisitions, and Other Restructuring Activities (10th ed.). Academic Press.
• Damodaran, A. (2012). Investment Valuation (3rd ed.). Wiley.
• Berk, J., & DeMarzo, P. (2020). Corporate Finance (5th ed.). Pearson.
• Gaughan, P. A. (2017). Mergers, Acquisitions, and Corporate Restructurings (7th ed.). Wiley.

Altre informazioni
Students should check the course platform regularly for lecture materials, updates on guest lectures, and any changes to the schedule.