Index
The letter n following a page number denotes a note.

Abnormal return(s)
AB Volvo, see Renault/Volvo proposed merger
Accounting studies
Acquisitions, case studies, see Bestfoods, acquisition by Unilever; Columbia Pictures, acquisition by Sony Corporation;The Learning Company, acquisition by Mattel; Medco, acquisition by Merck; NCR, acquisition by AT&T; Snapple, acquisition by Quaker Oats;Tyco International acquisition program
Active investors
Adaptation
Adjusted returns
ADT Security Services
Advanced Micro Devices (AMD), acquisition of NextGen
Allen, Robert
Alpha returns
American Premier Underwriters
America Online (AOL), see AOL/Time Warner merger
Anchoring effects
Annualized returns
Anschutz, Philip
Antitakeover defense
Antitrust actions
AOL/Time Warner merger:
aftermath of
announcement of
AOL history
background history
cognitive biases
complexity
deal structure
enabling factors
failure drivers
management decisions
motives for
origin of
team response
technological innovations
tight coupling
Time Warner history
Arthur Andersen
Assets, returns on
AT&T, see NCR, acquisition by AT&T
breakup of
computer segment
Attali, Bernard
Automobile industry, mergers, see Renault/Volvo proposed merger
Azurix

B&O Railroad, merger with C&O Railroad
Banking industry, deregulation of
Bank mergers
Bankruptcy:
Enron
movie theater industry
in railroad industry
Penn Central Railroad
Revco Drug Stores
Barad, Jill E.
Bargaining power
Basis
Baxter, Cliff
Before-and-after comparisons
Begelman, David
Bell Labs
Bergstrom, Steve
Berkshire Hathaway acquisition program:
acquisition criteria
strategy overview of
“think like an investor”
Bestfoods, acquisition by Unilever
Best transactions, identification of:
outlying performers
overview of
returns
Bevan, David
Beverage industry, acquisitions, see Snapple, acquisition by Quaker Oats
Bhopal disaster
Black, Leon
Blackstone Group
Blockbuster
Board of directors, generally:
changes in
responsibilities of
strength of
Bodman, Richard
Boies, David
Book value
Book-to-market ratios
Boom-bust cycle
Boston & Maine Railroad
Bretton Woods
Broadcast.com, acquisition by Yahoo!
Broadcasting industry, deregulation of
Brown, David
Buffalo News
Buffett,Warren
Burlington Northern Railroad, see Sante Fe
Railroad, acquisition by Burlington
Northern Railroad
Burlington Northern Sante Fe (BNSF) railroad system
Business conditions
Business failure, statistics
Buyer, size of
Buyer firm, abnormal returns to

Campbell Hausfeld
Campbell Soup Company
C&O Railroad/B&O Railroad merger
Capellas, Michael
Capital, returns on
Capital asset pricing model (CAPM)
Capital expenditures
Capital gains
Capital market:
characteristics of
efficiency
internal
Capital structure
Carryforwards
Carve-outs. See also Medco,
acquisition by Merck
Carve-up, case illustration, see Conrail, split-up
to Norfolk Southern and CSX
Case, Steve
Case studies:
AOL and Time Warner merger
Columbia Pictures acquisition by Sony Corporation
Dynegy/Enron proposed merger
Mattel’s acquisition of The Learning Company
NCR acquisition by AT&T Corporation
Pennsylvania and New York Central Railroad merger
Renault/Volvo proposed merger
Revco Drug Stores, leveraged buyout
Snapple acquisition by Quaker Oats
Tyco International acquisition program
Cash vs. stock transactions
Cash deals
Cash flow
Cash-for-stock deals
Cash payment
Cash-rich companies
CBS Records
Change resistance
Chanos, Jim
Chernobyl disaster
Childcraft
CIT Group
Civil litigation
Coca-Cola
Cognitive bias:
AOL/Time Warner merger
characterized
Columbia Pictures acquisition by Sony Corporation
in disasters
Dynegy/Enron proposed merger
The Learning Company acquisition by Mattel
NCR acquisition by AT&T
Pennsylvania and New York Central Railroad merger
Revco Drug Stores LBO
Snapple acquisition by Quaker Oats
Tyco International acquisition program
Cold markets
Collars
Columbia Pictures, acquisition by Sony Corporation:
aftermath
background history
CEO’s words of hubris and atonement
cognitive bias
complexity
deal structure
enabling factors
Guber-Peters team
management choices
motives for
team response
tight coupling
Comparison studies:
before-and-after
matched-sample
Compensation
Competition, benefits of
Complexity:
AOL/ Time Warner merger
characterized
Columbia Pictures acquisition by Sony Corporation
in disasters
Dynegy/Enron proposed merger
The Learning Company acquisition by Mattel
NCR acquisition by AT&T
Pennsylvania/New York Central Railroad merger
Renault/Volvo proposed merger
Revco Drug Stores LBO
Snapple acquisition by Quaker Oats
Tyco International acquisition program
Computer industry, acquisitions, see NCR, acquisition by AT&T; Hewlett-Packard/ Compaq merger
Confirmation bias
Confounding events
Conglomerates
Conrail:
formation of
split-up to Norfolk Southern and CSX
Consolidated Rail Corporation (Conrail), see Conrail
Context effects
Contrarian investing
Control rights
Cooper, Stephen
Cost-cutting motive
Cournot, Augustin
Crawford, Gordon
Credibility, significance of
Criminal litigation
Crisco, J. M. Smucker’s acquisition of
Cross-border M&A
Cross-border mergers, example of, see Renault/Volvo proposed merger
Cross-selling
CSX:
characterized
split-up of Conrail to
Cultural differences:
cross-border deals and
impact of
Culture, six properties of
Cumulative average residual (CAR)
Cumulative market-adjusted return (CMAR) . See also specific mergers and acquisitions

Dart Group Corporation
Deal attitude
Deal design:
cash vs. stock payment
collars
earnouts
leveraged buyouts
significance of
social issues
tax exposure
Deal structure, significance of
Deal tailoring
Debt ratio
Debt-for-equity transactions
Debt-to-total capital leverage
Decision authority
Decision making:
decentralization of
Pennsylvania/New York Central Railroad merger
skills development
Delegation
Demographic shifts
Depreciation
Deregulation
Diageo PLC
Disasters:
Bhopal
Chernobyl
cognitive bias
complexity of
defined
elements of
enabling conditions
management choices
Mount Everest
Ocean Ranger
origins of
preventive strategies
team response to
tight coupling
types of
walkway collapse, Kansas City Hyatt Regency Hotel
Discounted cash flows
Diversification
Diversification discount
Diversified Pharmaceutical Services
Divestitures
Dorner, Dietrich
Drugstore chains, acquisition of. See also Revco Drug Stores, leveraged buyout
Due diligence, importance of
Duopoly
Dworkin, Sidney
Dynegy/Enron proposed merger:
AMC/General Cinema merger compared with
background history
CEO’s words of hubris and atonement
cognitive bias
complexity
deal negotiations
demise of
enabling factors
failure, reasons for
management choices
team response
tight coupling

Eades, Kenneth
Earnings before interest and taxes (EBIT)
Earnings per share (EPS), see specific mergers and acquisitions
defined
momentum acquiring
Earnout deals
Economic advantage
Economic outcomes
Economic shocks
Economic turbulence
Economic value
Edwards,William B.
Eli Lilly
Emerging markets
Emschwiller, John
Enabling factors, in disasters. See also specific mergers and acquisitions
Endowment effect
Enron Corporation. See also Dynegy/Enron proposed merger
Enterprise value
Entry barriers
Equity, returns on
Equity market bubble
Erie-Lackawanna Railroad
Error reporting
Ethics
Event studies
Exchangeable preferred stock
Executives, survey of
Exley, Charles
Expertise, importance of
ExxonMobil

Failure, generally:
benefits of
components of
drivers
perfect storm
Fair rate of return
Fastow, Andrew
Fear
Fechheimer
Federal Communications Commission (FCC)
Federal Trade Commission (FTC)
Feedback effect, momentum acquiring
Film industry, acquisitions, see Columbia Pictures, acquisition by Sony Corporation
Financial disclosure
Financial distress
Financial instability
Financial performance
Financial slack
Fiorina, Carleton (Carly) S.
Fischer, Scott
Fitzgerald,n W. A.
Flexibility, importance of
Floating collars
Focus
Food industry, acquisitions, see Bestfoods, acquisition by Unilever
Ford Motor Company
Fox
Free markets
Frevert, Mark
Friendly deals
Fundamental analysis

Gale of Creative Destruction
Gas industry, proposed mergers, see Dynegy/Enron, proposed merger
GEICO
Geneen, Harold
General Cinema, acquisition by AMC:
deal structure
Dynegy/Enron proposed merger compared with
movie theater industry
success factors
General Electric (GE)
Generally accepted accounting principles (GAAP)
General Mills
Geocities, acquisition by Yahoo!
Gerstner, Louis
Glamour acquisitions
Goldman Sachs
Goodness of fit
Governance:
antitakeover defense
approaching the target firm
institutional investors, activism by
management
significance of
Graham, Benjamin
Greed
Growth, generally:
coda
illusion
momentum, culture of
perceptions of
significant
Growth rates
Grubman, Jack
Guber, Peter
Guber-Peters Entertainment Company (GPEC)
Gulf+Western
Gyllenhammar, Pehr

Hall, Rob
Harco
Heloise Merger Corporation
Hewlett,Walter B.
Hewlett,William (Bill) R.
Hewlett-Packard/Compaq merger:
deal structure
HP Way
motives for
rationale for
reaction to
Renault/Volvo merger compared with
successful
vote campaign
High reliability organizations (HROs)
High-risk systems
Hindsight
HJ Heinz
Home country bias
Horizontal mergers
Hostile deals
Hostile takeovers
Hostile tender offers. See also NCR, acquisition by AT&T
Hot markets
Hubble Space Telescope
Hubris hypothesis
Human resources, significance of
Hyatt Regency Hotel walkway disaster, Kansas City

Icahn, Carl
Idei, Nobuyuki
Immediacy bias
Industrial relatedness
Industrial turbulence
Industry momentum
Industry sectors, differences in
Industry shocks
Inflation, impact of
Information accessibility
Information management
Ing. C. Olivetti & Company
Initiation of M&A programs
Institutional investors, activism by
Institutional Shareholder Services (ISS)
Interest rates, impact of
Internet stocks
Internet technology, acquisitions, see Yahoo! acquisitions
Interstate Commerce Commission (ICC)
Intrinsic value
Investment opportunity:
cross-border M&A
hot and cold markets
privately owned assets
target restructuring
ITT Industries Inc.

Jack Eckerd Corporation. See also Revco Drug Stores, leveraged buyout
Jamie Securities
Jensen, Michael
Jersey Central Railroad
Jif, J. M. Smucker’s acquisition of:
compared with Quaker/Snapple acquisition
deal structure
success factors
Joint probability
Joint ventures
Jones, Graham
Junior preferred stock

Keller, Maryann
Kendall International
Key drivers
Kirby
Koogle, Tim
Kozlowski, Dennis
Kraft Foods

Land rush mentality
Large-sample surveys
Lay, Kenneth
Layoffs
Leadership, see Management choices
AT&T strategy
changes
significance of
The Learning Company, acquisition by Mattel:
aftermath
announcement of
CEO’s words of hubris and atonement
complexity
enabling factors
failure, reasons for
IBM/Lotus acquisition compared with
management choices
objectives of
origins of
team response
tight coupling
Lee,Thomas H.
Legal violations
Lehigh Valley Railroad
Leverage
Leveraged buyouts (LBOs):
case study, see Revco Drug Stores, leveraged buyout
characteristics of
governance issues
returns
Levin, Jerry
Levy, Jack
Levy, Raymond
Lindner, Carl
Linear thinking
Ling-Temco-Vought (LTV)
Liquidity
Litigation
Loews Cinema
Long Term Capital Management
Loosely coupled systems
Loss aversion
Lost opportunity
Lotus Development Corporation, acquisition by IBM
deal structure
Mattel/The Learning Company acquisition compared with
Lucent Corporation

Macroeconomic perspectives
Management change, impact of
Management choices:
AOL/Time Warner merger
Columbia Pictures acquisition by Sony Corporation
in disasters
Dynegy/Enron proposed merger
The Learning Company acquisition by Mattel
NCR acquisition by AT&T
Pennsylvania and New York Central Railroad merger
Renault/Volvo proposed merger
significance of
Tyco International acquisition program
Managerial functions
Managerial skills
M&A, generally:
benefits of
failure of, see M&A failure
localized
reasons for
M&A failure:
conventional wisdom on
prevalence of
reasons for
research studies on
Manzi, James
Marineau, Phil
Marketability discount
Market bubbles
Market capitalization
Market conditions
Market creation
Market environment
Market mania
Market power
Market share
Market turbulence
Market value
Mars Climate Orbitor
Matched-sample comparison studies
Material adverse change
Matsushita
MCA
MCI Communications Corporation
McMahon, Jeff
Medco, acquisition by Merck:
background history
deal structure
litigation
Media and entertainment industry, merger in, see AOL/Time Warner merger
Merger failure:
defined
parable of
reasons for
six dimensions of
Merger of equals (MOE)
Merger Protective Agreement
Mergers, case studies, see AOL/Time Warner merger; Pennsylvania and New York Central Railroad merger
Merrill Lynch Capital Partners Inc.
Methodism
MGM/UA
Miller, Merton H.
Modigliani, Franco
Momentum, implications of
Momentum acquiring:
components of
value-oriented strategy compared with
Momentum acquisition growth, case illustration, see Tyco International acquisition program
Momentum investing
Money illusion
Monopolies
Monte Carlo simulation
Morgan Stanley
Morita, Akio
Mount Everest disaster
Movie theater industry, acquisition, see General Cinema, acquisition by AMC
Multivariate analysis
Munger, Charlie
Myers, Stewart

Nabisco Group Holdings Corporation
National Fire & Marine Insurance Company
National Indemnity Company
NCR, acquisition by AT&T:
aftermath
background history
CEO’s words of hubris and atonement
cognitive biases
commitments, escalation of
complexity
deal structure
enabling factors
management choices
proxy fight
NCR, acquisition by AT&T (Continued)
team response
tight coupling
Nebraska Furniture
Negotiations
Nestle SA
Net economic gain
Net income
Net operating loss (NOL) carryforwards
Netscape
New York Central Railroad, see Pennsylvania and New York Central Railroad merger
New York, New Haven, and Hartford Railroad
News Corporation
NextGen, AMD acquisition of
Nickel Plate Railroad
Norfolk & Western Railroad, merger with Virginia Railroad
Norfolk Southern, split-up of Conrail to
Normal accidents
Noyau dur option, Renault/Volvo proposed merger
Null hypothesis
Nyberg, Lars

Ocean Ranger disaster
Odd Lot Inc.
Ohga, Norio
Operating cash flow returns
Operating earnings
Organizational weakness
Outlying performers, profiles of:
deal attitude
deal design
goodness of fit
hot markets
multivariate analysis
size of buyer
strategic factors
time periods
Overconfidence
Overoptimism
Overpayment
Overvaluation
Ovitz, Michael

Packard, Dave
Pai, Lou
Paramount
Parsons, Richard
Patchell, Robert
Pay-in-kind (PIK) preferred stock
Payment types, see specific types of transactions
cash vs. stock
characterized
PCS Health Systems
Pennsylvania and New York Central Railroad merger:
aftermath of
background history
Board of Directors
CEO words of hubris and atonement
cognitive bias
complexity
dividend payout, postmerger
enabling factors
history of the deal
management decisions
Merger Protective Agreement
merger team
railroad industry fundamentals
team response
tight coupling
Pepsico
Perik, Michael
Perlman, Alfred
Perrow, Charles
Perry Drugs
Peters, Jon
Peterson, Pete
Petroski, Henry
Pharmaceutical industry, acquisitions, see Medco, acquisition by Merck
Pillsbury
Pittman, Bob
Platt, Lewis
Pleasant Company
Preferred stock
Prevention strategies
Price movements
Price shocks
Private companies, acquisition of
Privately owned assets
Procter & Gamble
Productivity, postmerger
Profitability:
importance of
types of
Profit margins
Proposed mergers, see Dynegy/Enron proposed merger; Renault/Volvo proposed merger Psychological safety
Public companies, acquisition of

Quintex Group

Railroad acquisitions:
Conrail split-up to Norfolk Southern and CSX
Sante Fe by Burlington Northern
Southern Pacific by Union Pacific
Railroad mergers:
case study, see Pennsylvania and New York Central Railroad merger
C&O-B&O
CSX
legislation
Norfolk Southern Corporation
R&D expenditures
Rate of return. See specific mergers and acquisitions
Raw return
Reading Railroad
Ready, Aim, Fire approach
RealNetworks
Recession, impact of
Regal Cinemas
Relatedness, significance of
Reliable Drugs
Renault/Volvo proposed merger:
CEO’s words of hubris and atonement
cognitive biases
collapse of
complexity
deal structure
enabling factors
HP/Compaq merger compared with
management choices
motives for
reaction to
team response
tight coupling
Repair service behavior
Representativeness heuristic
Reputation, importance of
Resilience
Restructuring:
significance of
strategic
Retail industry, see Revco Drug Stores, leveraged buyout
Return on equity
Returns, market-adjusted
Revco Drug Stores, leveraged buyout:
aftermath
announcement of
background history, demise of Revco
capital adequacy problem
CEO’s words of hubris and atonement
cognitive bias
complexity
deal design/structure
enabling factors
governance failure
Jack Eckerd Corporation
management changes
strategic changes
team response
tight coupling
Revenue enhancement
Revenue momentum
Rice, Ken
Risk-free discount rate
Risk management
Risk-return analysis
Rite Aid
Roberto, Michael
Roll, Richard
Ross, Steve
Russian financial crisis

Salomon Brothers
S&P 500 performance
Sante Fe Railroad, acquisition by Burlington Northern Railroad
Saunders, Richard
Saunders, Stuart
SBC Communications
Schein, Edgar
Schulhof, Michael
Schumpeter, Joseph
Schweitzer, Louis
Scientific process
Scott & Fetzer
Securities and Exchange Commission (SEC)
Security Analysis (Graham and Dodd)
See’s Candies
Sells, Boake A.
Semel,Terry
Semistrong form
Senate Commerce Committee
Senior management, changes in
Sensitivity
Shareholder(s), generally:
M&A benefits for
protection of
returns
value
wealth
Silo mentality
Simplifying/simplification
Size of buyer
Skilling, Jeffrey
Smith, Rebecca
Smithburg, William
SmithKline Beecham
Smucker, Richard
Snapple, acquisition by Quaker Oats:
background history
CEO’s words of hubris and atonement
cognitive bias
compared with Smucker/Jif acquisition
complexity
enabling factors
failure of, reasons for
management choices
motives for
postmerger performance
Quaker Oats/Gatorade compared with Snapple
team response
tight coupling
Social issues
SoftKey International
Sony Pictures Entertainment (SPE)
Southern Pacific Railroad acquisition by Union Pacific Railroad
Special purpose entities (SPEs)
Spin-offs
Stand-alone valuations
Status quo bias
Stead, Jerre
Stepped-up basis
Stereotyping
Stock-and-cash deals
Stock deals
Stock-for-assets transactions
Stock-for-stock transactions
Stock market crash of 1987
Stock-paying buyers
Stock payment
Stock tracking
Stokeley-Van Camp Corporation
Stolar, Bernard
Strategic position, impaired
Strategic synergy, case example
Strategy, components of:
focus vs. diversification
initiation of M&A programs
market power
strategic restructuring
strategic synergies
value acquisition
value destruction
Strong form
Subordinated notes
Sun Microsystems
Sundqvist, Sven-Ivan
Sunk cost bias
Surface Transportation Board
Swartz, Mark
Swisher, Kara
Symes, James
Synergies:
credibility of
significance of
strategic
System redesign. See also Restructuring

Target firm:
abnormal returns to
approach strategy
market value
restructuring
Tax accounting
Tax exposure
Team failures, in disasters
Team response:
AOL/Time Warner
Columbia Pictures acquisition by Sony Corporation
Dynegy/Enron proposed merger
The Learning Company acquisition by Mattel
NCR acquisition by AT&T
Pennsylvania and New York Central Railroad merger
Renault/Volvo proposed merger
Revco Drug Stores LBO
significance of
Snapple acquisition by Quaker Oats
Tyco International acquisition program
Technological innovation, impact of
Technology-media-telecommunications (TMT) sector
Technology mergers
Tender offers
Tenner, Edward
Termination agreement
Terrorist attack (9/11/01), economic impact of
Tight coupling:
AOL/Time Warner merger
Columbia Pictures acquisition by Sony Corporation
in disasters
Dynegy/Enron proposed merger
The Learning Company acquisition by Mattel
NCR acquisition by AT&T
Pennsylvania/New York Central Railroad merger
Renault/Volvo proposed merger
Revco Drug Stores LBO
significance of
Snapple acquisition by Quaker Oats
Tyco International acquisition program
Time-dependent systems
Time factor/timing
Time Inc.
Time periods
Time Warner. See also AOL/Time Warner merger
Tobin’s Qn65-66
Toy manufacturing industry, acquisitions, see The Learning Company, acquisition by Mattel
Toys R Us
Transparency
Turbulence, implications of
Turley, Stewart
Turner, B. M.
Turner, Ted
Turner Broadcasting System (TBS)
Turner Enterprises
Tyco International acquisition program:
aftermath
CEO’s words of hubris and atonement
cognitive bias
complexity
enabling factors
international acquisition strategy
leadership team
management choices
motives for
restructuring announcement
strategy, overview of
team response
tight coupling

UBS AG
UBS and SBC merger
Underperformance, postacquisition
Underperforming firms
Underperforming stocks
Undervaluation
Unilever PLC
Union Pacific, see Southern Pacific Railroad acquisition by Union Pacific Railroad
U.S. Constitution
U.S. Department of Justice (DOJ)
U.S. Interstate Commerce Commission, see Interstate Commerce Commission (ICC)
U.S. Senate Committee on Commerce
Uzzi, Donald

Vagelos, Roy
Value, importance of
Value acquisition
Value conservation
Value creation
Value destruction
Value investing:
defined
momentum investing compared with
Venture capitalists
Vertical integration
Viacom
Virginia-N&W Railroad merger
Vogel, Harold
Volatility
Volume
Vulture investors

Wabash Railroad
Warner Brothers
Warner Communications Inc. (WCI)
Wasserstein, Bruce
Watson, Chuck
Weak form
Weakness
Weick, Karl
Weil, Jonathan
Wells Fargo
Westbrook,Terry
Western Electric
Westinghouse
Whalley, Greg
White knights
Williams Act of 1968
Williamson, Gilbert
Windows of opportunity
Winner take all economy
Winner’s curse effect
World Book
WorldCom
Worst transactions, identification of:
overview
returns
Wruck, Karen

Yahoo! acquisitions:
aftermath of
Geocities
Yang, Jerry
Yetnikoff, Walter
Young, Robert
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