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    • All HBS Web  (30)
      • Faculty Publications  (11)

      Poison Pills Remove Poison Pills →

      Page 1 of 11 Results

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      Evaluating M&A Deals: How Poison Pills Work
      Third Point Paints a Target on Sotheby's
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      • November 2017
      • Case

      Third Point Paints a Target on Sotheby's

      By: Lena G. Goldberg
      When faced with the increasing accumulation of its stock by activist investors led by Daniel Loeb’s Third Point LLC and the activists’ stated objective to replace management and at least some Sotheby’s Board members, Sotheby’s, the world’s oldest auction house,...  View Details
      Keywords: Fiduciary Duties; Activists; Activist Investors; Rights Plan; Poison Pills; Takeover Defenses; Corporate Governance; Laws and Statutes; Lawsuits and Litigation; Ownership Stake; Value Creation; Crisis Management
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      Goldberg, Lena G. "Third Point Paints a Target on Sotheby's." Harvard Business School Case 318-086, November 2017.
      • 2014
      • Article

      Delaware's Choice

      By: Guhan Subramanian
      This article first documents the shift to annual elections of all directors at most U.S. corporations and argues that the alternative of "ineffective" staggered boards would have been more desirable, as a policy matter, but is now a missed opportunity. Using this...  View Details
      Keywords: Governing and Advisory Boards; Laws and Statutes; Policy; Delaware
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      Subramanian, Guhan. "Delaware's Choice." Delaware Journal of Corporate Law 39, no. 1 (2014). (Delivered as the 29th Annual Francis G. Pileggi Distinguished Lecture in Law in Wilmington, Delaware in November 2013. Selected by academics as one of the “top ten” articles in corporate/securities law for 2014, out of 560 articles published in that year.)
      • November 2010
      • Article

      A New Era for Raiders

      By: Guhan Subramanian
      The article presents information on corporate methods of preventing hostile takeovers by corporate raiders, such as the poison pill strategy. It is noted that some of these techniques have become less popular and effective. An argument is presented that Section 203 of...  View Details
      Keywords: Strategy; Mergers and Acquisitions; United States
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      Subramanian, Guhan. "A New Era for Raiders." Harvard Business Review 88, no. 11 (November 2010): 34.
      • October 2007 (Revised December 2008)
      • Background Note

      Evaluating M&A Deals: How Poison Pills Work

      By: Carliss Y. Baldwin
      The poison pill defense against hostile takeovers was invented in 1982 by Martin Lipton, of Wachtell, Lipton, Rosen and Katz. Pills are considered the most effective of all the normal defenses against a hostile bidder. Describes the two basic types of poison pills...  View Details
      Keywords: Negotiation Deal; Mergers and Acquisitions
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      Baldwin, Carliss Y. "Evaluating M&A Deals: How Poison Pills Work." Harvard Business School Background Note 208-061, October 2007. (Revised December 2008.)
      • winter 2007
      • Article

      Bargaining in the Shadow of PeopleSoft's (Defective) Poison Pill

      By: Guhan Subramanian
      Keywords: Negotiation; Software; Information Technology Industry
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      Subramanian, Guhan. "Bargaining in the Shadow of PeopleSoft's (Defective) Poison Pill." Harvard Negotiation Law Review (winter 2007).
      • December 2003 (Revised August 2004)
      • Case

      Circon (A) (Abridged)

      By: Brian J. Hall, Christopher Rose and Guhan Subramanian
      In 1996, U.S. Surgical launched a hostile takeover bid against Circon Corp. CEO Richard Auhll recruited an old HBS friend, George Cloutier, to the Circon board to help him defend the company. Circon's primary defenses include a "poison pill" and a staggered board and...  View Details
      Keywords: Motivation and Incentives; Governing and Advisory Boards; Executive Compensation; Trust; Relationships; Acquisition; Business and Shareholder Relations; Medical Devices and Supplies Industry; United States
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      Hall, Brian J., Christopher Rose, and Guhan Subramanian. "Circon (A) (Abridged)." Harvard Business School Case 904-023, December 2003. (Revised August 2004.)
      • May 2002
      • Supplement

      Circon

      By: Brian J. Hall and Guhan Subramanian
      This case consists of two parts. Part one contains portions of a panel discussion on corporate governance, the poison pill, and hostile takeover attempts/defenses. Part two contains clips from separate visits by George Cloutier and Richard Auhll to the HBS classroom.  View Details
      Keywords: Acquisition; Corporate Governance; Strategy
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      Hall, Brian J., and Guhan Subramanian. "Circon." Harvard Business School Video Supplement 902-806, May 2002.
      • November 2001
      • Background Note

      Poison Pill, The

      By: Guhan Subramanian
      This case presents the history of the "poison pill" as an antitakeover defense. It includes excerpts from the crucial case of Moran vs. Household International.  View Details
      Keywords: History; Strategy; Acquisition; United States; Europe
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      Subramanian, Guhan. "Poison Pill, The." Harvard Business School Background Note 902-123, November 2001.
      • March 2001 (Revised December 2003)
      • Case

      Circon (A)

      By: Brian J. Hall, Guhan Subramanian and Christopher A Rose
      In 1996, U.S. Surgical launched a hostile takeover bid against Circon Corp. After building the company for 20 years, CEO Richard Auhll takes a defensive stand that includes inviting an old HBS friend (George Cloutier) to join the fight as a director of Circon. A...  View Details
      Keywords: Motivation and Incentives; Corporate Governance; Medical Devices and Supplies Industry; United States
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      Hall, Brian J., Guhan Subramanian, and Christopher A Rose. "Circon (A)." Harvard Business School Case 801-403, March 2001. (Revised December 2003.)
      • June 1998
      • Article

      A New Takeover Defense Mechanism: Using an Equal Treatment Agreement as an Alternative to the Poison Pill

      By: Guhan Subramanian
      Keywords: Strategy; Agreements and Arrangements; Horizontal Integration
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      Subramanian, Guhan. "A New Takeover Defense Mechanism: Using an Equal Treatment Agreement as an Alternative to the Poison Pill." Delaware Journal of Corporate Law 23, no. 2 (June 1998).
      • November 1996
      • Case

      Del Webb Corporation (C), The

      By: Jay W. Lorsch and Samanta Graff
      Dion and the other Del Webb directors were open to having Industrial Equity Pacific (IEP) and Webcott Holdings representation on the board. The IEP representative was perceived as reserved and lacking in sophistication. Cotter of Webcott, however, struck the directors...  View Details
      Keywords: Crisis Management; Management Succession; Strategic Planning; Governing and Advisory Boards; Horizontal Integration; Conflict Management
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      Lorsch, Jay W., and Samanta Graff. "Del Webb Corporation (C), The." Harvard Business School Case 497-019, November 1996.
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      Are you looking for?

      Evaluating M&A Deals: How Poison Pills Work
      Third Point Paints a Target on Sotheby's
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