...1. Introduction Freeport-McMoRan also called Freeport or FCX in New York Stock Exchange, operates in exploration, mining and refining of ore containing copper, gold and silver. Freeport’s synergy in creating the world’s largest publicly traded natural resources was initiated through the merger and acquisition (M&A) transactions. Investment banks, J.P. Morgan and Merrill Lynch play a key role as a financial assistance to advice Freeport in the merger and acquisition transactions. On November 19, 2006, media announced that Phelps Dodge (PD) is to be acquired by Freeport. This opportunity will eventually benefit Freeport in the future growth, given that PD is known as world’s leading producer of molybdenum-based chemicals and continuous-cast copper rod. In the case study of Freeport-McMoRan in financing an acquisition, several questions will be discussed including the events, which lead to the merger transaction following the analysis of operating and financial performance as well as the involvement of J.P. Morgan and Merrill Lynch prior to the acquisition announcement. 2. Question 1 a. During the year of 2006, a tumultuous series of events occurred before the acquisition of Phelps Dodge by Freeport-McMoRan on November 19, 2006, concerning M&A landscape in the US mining industry. The events emerge from the implementation of a poison pill, which hostile and non-hostile companies fight to win the M&A transaction of the target company. Phelps agreed to acquire...
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...PART 1 Company Allocation Ticker symbol | Company | | GICS Sector | GICS Sub Industry | Address of Headquarters | | BEN | Franklin Resources | | Financials | Diversified Financial Services | San Mateo, California | | FCX | Freeport-McMoran Cp & Gld | | Materials | Diversified Metals & Mining | Phoenix, Arizona | | The cost of capital of the aforementioned companies will be discussed in the following questions. The companies will be referred to by their Ticker Symbols henceforth. Question 1 BEN The book value of the company’s liabilities and equity can be deduced from a number of online sources. The US Securities and Exchange Commission (2013) provided the company filings data whereby BEN’s Form 10q, dated 29/07/2013, showed the following (included on page 2 of this report). The book value of long-term debt is $1,252.1 million, and the book value of equity is $10,402.3 million. The schedule of outstanding debt shows that this figure includes $54.5 million of FHLB advances and $1197.6 million of Senior Notes at various effective interest rates. The notes on Stockholders Equity and Non- Redeemable Non-Controlling Interests reveal that Franklin Resources Inc Stockholders Equity totals $9779.8 million whilst the Non- Redeemable Non-Controlling Interests (previously referred to as minority interests) totals $622.5 million. FCX The book value of the company’s liabilities and equity can be deduced from a number of online sources. The US Securities...
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...FREEPORT 1. Why do you think JPMorgan and Merrill Lynch were selected to underwrite and book-run all $23.3 billion in financings (all debt, common stock, and convertible), instead of sharing the underwriting with additional firms? JPMorgan and Merrill Lynch were selected to underwrite and book-run all of the financings because together they committed $6 billion in bridge loans and to underwrite the entire $17.5 billion in debt financing, plus $1.5 billion in credit lines. This created significant risk by aligning the interests of FCX and the two firms in terms of placing the debt and credit with other banks and institutional investors. Because this commitment was critical in facilitating the M&A transaction, FCX gave all of the book-running and M&A business to these two firms. JPMorgan and Merrill Lynch had guided FCX through the M&A pre-deal conception and the activity targeting Phelps Dodge. In addition, both firms held high positions in league tables for financings and M&A and had existing long-term relationships with FCX’s management. But the key to their fee bonanza was the risky commitment to provide bridge loans if placement was not possible in the capital markets. 2. What was the role of the leveraged finance group at JPMorgan and why was its involvement important to the acquisition? The leveraged finance group was responsible for making the bridge financing commitment on behalf of JPMorgan that allowed FCX to make a firm bid for Phelps...
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...FREEPORT 1. Why do you think JPMorgan and Merrill Lynch were selected to underwrite and book-run all $23.3 billion in financings (all debt, common stock, and convertible), instead of sharing the underwriting with additional firms? JPMorgan and Merrill Lynch were selected to underwrite and book-run all of the financings because together they committed $6 billion in bridge loans and to underwrite the entire $17.5 billion in debt financing, plus $1.5 billion in credit lines. This created significant risk by aligning the interests of FCX and the two firms in terms of placing the debt and credit with other banks and institutional investors. Because this commitment was critical in facilitating the M&A transaction, FCX gave all of the book-running and M&A business to these two firms. JPMorgan and Merrill Lynch had guided FCX through the M&A pre-deal conception and the activity targeting Phelps Dodge. In addition, both firms held high positions in league tables for financings and M&A and had existing long-term relationships with FCX’s management. But the key to their fee bonanza was the risky commitment to provide bridge loans if placement was not possible in the capital markets. 2. What was the role of the leveraged finance group at JPMorgan and why was its involvement important to the acquisition? The leveraged finance group was responsible for making the bridge financing commitment on behalf of JPMorgan that allowed FCX to make a firm bid for Phelps Dodge. To ensure that...
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...FROM THE AUTHOR OF STANSBERRY'S INVESTMENT ADVISORY PORTER STANSBERRY THE SURVIVAL BLUEPRINT Published by Stansberry Research Edited by Steven Longenecker and Fawn Gwynallen Copyright 2014 by Stansberry Research. All rights reserved. No part of this book may be reproduced, scanned, or distributed in any printed or electronic form without permission. About Stansberry Research Founded in 1999 and based out of Baltimore, Maryland, Stansberry Research is the largest independent source of financial insight in the world. It delivers unbiased investment advice to self-directed investors seeking an edge in a wide variety of sectors and market conditions. Stansberry Research has nearly two dozen analysts and researchers – including former hedge-fund managers and buy-side financial experts. They produce a steady stream of timely research on value investing, income generation, resources, biotech, financials, short-selling, macroeconomic analysis, options trading, and more. The company’s unrelenting and uncompromised insight has made it one of the most respected and sought-after research organizations in the financial sector. It has nearly one million readers and more than 500,000 paid subscribers in over 100 countries. About the Author Porter Stansberry founded Stansberry Research in 1999 with the firm’s flagship newsletter, Stansberry’s Investment Advisory. He is also the host of Stansberry Radio, a weekly podcast that is one of the most popular online...
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...Business risks facing mining and metals 2012–2013 Organizations that succeed do so because they are best able to optimize the risk and reward equation for both strategic and operational issues. Contents The Ernst & Young business risk radar for mining and metals Executive summary The top 10 business risks 1. Resource nationalism 2. Skills shortage 3. Infrastructure access 4. Cost inflation 5. Capital project execution 6. Social license to operate Editorial — Prospects and perils: facing up to political risks in mining and metals 7. Price and currency volatility 8. Capital management and access 9. Sharing the benefits 10. Fraud and corruption 3 4 10 11 14 17 20 23 26 28 32 35 38 40 Under the radar Getting prepared 42 46 The Ernst & Young business risk radar for mining and metals Up from 2011 Down from 2011 Same as 2011 New entry The risks closest to the center of the radar are those that pose the greatest challenges to the mining and metals sector in 2012 and into 2013. The business risk report Mining and metals 2012–2013 3 Executive summary 4 The business risk report Mining and metals 2012–2013 A more complex and extreme risk environment “The bottom line is that if returns start to wane, then there is a greater imperative for organizations to tightly and more effectively manage their risks to maintain an adequate risk/reward balance.” Mike Elliott Global Mining and Metals Leader, Ernst & Young On the surface, the top...
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...International Law Research; Vol. 1, No. 1; 2012 ISSN 1927-5234 E-ISSN 1927-5242 Published by Canadian Center of Science and Education Globalization, Transnational Corporations and Human Rights – A New Paradigm Jennifer Westaway1 1 School of Business Law and Taxation, Curtin University, Perth, Australia Correspondence: Jennifer Westaway, School of Business Law and Taxation, Curtin University, GPO Box U1987, Perth, 6957, Western Australia. Tel: 61-892-666-3945. E-mail: jennifer.westaway@cbs.curtin.edu.au Received: February 13, 2012 doi:10.5539/ilr.v1n1p63 Abstract The growth in power and influence of the transnational corporation under the forces of globalization has been touted as being one of the most significant developments both domestically and internationally. Changes to economic, political and financial barriers by many developing countries with the hope to attract international investment have seen the move by transnational corporations to exploit these opportunities. There are many who argue that the impact of transnational corporations has been positive, providing employment and income opportunities as well as country wealth. There are however, many who argue that the power and influence of the transnational corporation brings with it the ability to directly impact adversely on human rights and that as the transnational corporation operates outside human rights obligations assumed by each state pursuant to their status under international conventions, there...
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...A Blueprint for Corporate Governance Fred R. Kaen AMACOM AMERICAN MANAGEMENT ASSOCIATION A Blueprint for Corporate Governance This Page Intentionally Left Blank A Blueprint for Corporate Governance Strategy, Accountability, and the Preservation of Shareholder Value Fred R. Kaen American Management Association New York • Atlanta • Brussels • Buenos Aires • Chicago • London • Mexico City San Francisco • Shanghai • Tokyo • Toronto • Washington, D. C. Special discounts on bulk quantities of AMACOM books are available to corporations, professional associations, and other organizations. For details, contact Special Sales Department, AMACOM, a division of American Management Association, 1601 Broadway, New York, NY 10019. Tel.: 212-903-8316. Fax: 212-903-8083. Web site: www.amacombooks.org This publication is designed to provide accurate and authoritative information in regard to the subject matter covered. It is sold with the understanding that the publisher is not engaged in rendering legal, accounting, or other professional service. If legal advice or other expert assistance is required, the services of a competent professional person should be sought. Library of Congress Cataloging-in-Publication Data Kaen, Fred R. A blueprint for corporate governance : strategy, accountability, and the preservation of shareholder value / Fred R. Kaen. p. cm. Includes bibliographical references and index. ISBN 0-8144-0586-X 1. Corporate governance. 2. Corporate governance—United...
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...ECS8_C03.qxd 10/15/07 14:23 Page 93 The Strategic Position 3 Strategic Capability LEARNING OUTCOMES After reading this chapter you should be able to: ➔ Distinguish elements of strategic capability in organisations: resources, competences, core competences and dynamic capabilities. ➔ Recognise the role of continual improvement in cost efficiency as a strategic ➔ Analyse how strategic capabilities might provide sustainable competitive advantage on the basis of their value, rarity, inimitability and nonsubstitutability. ➔ Diagnose strategic capability by means of value chain analysis, activity mapping, benchmarking and SWOT analysis. ➔ Consider how managers can develop strategic capabilities of organisations. Photo: Glyn Kirk/Action Plus Sports Images capability. ECS8_C03.qxd 94 10/15/07 CHAPTER 3 3.1 14:23 Page 94 STRATEGIC CAPABILITY INTRODUCTION Chapter 2 outlined how the external environment of an organisation can create both strategic opportunities and threats. However, Tesco, Sainsbury’s and Asda all compete in the same environment, yet Tesco is a superior performer. It is not the environment that distinguishes between them but their internal strategic capabilities. The importance of strategic capability is the focus of this chapter. There are three key concepts that underpin the discussion. The first is that organisations are not identical, but have different capabilities; they are ‘heterogeneous’...
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...Valuation of Metals and Mining Companies Author: Svetlana Baurens E-Mail: baurens@basinvest.ch Date: 7.11.2010 In collaboration with the University of Zürich, Swiss Banking Institute and Prof. Dr. T. Hens Contents 1. Introduction ...............................................................................................................7 1.1. Motivation .......................................................................................................7 1.2. Structure ..........................................................................................................7 1.3. Definition of terms .........................................................................................8 2. Valuation models in mining and metals industry ................................................12 2.1. Special features of metals and mining companies ........................................12 2.2. Classification of valuation models ................................................................15 2.3. Resource & Reserve .....................................................................................17 3. Valuation of Explorations properties ...................................................................20 3.1. Appraised Value Method (Cost Approach) ...................................................23 3.2. Comparable Transactions (Market Approach) ..............................................24 4. Cycle importance in valuation of metals and mining companies...
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...gerry JoHnson KeVan sCHoles rICHard WHIttIngton Fundamentals oF strategy ACCESS CODE INSIDE unlock valuable online learning resources Once opened this pack cannot be returned for a refund Welcome to FUNDAMENTALS OF STRATEGY Strategy is a fascinating subject. It’s about the overall direction of all kinds of organisations, from multinationals to entrepreneurial start-ups, from charities to government agencies, and many more. Strategy raises the big questions about these organisations – how they grow, how they innovate and how they change. As a manager of today or of tomorrow, you will be involved in influencing, implementing or communicating these strategies. Our aim in writing Fundamentals of Strategy is to give you a clear understanding of the fundamental issues and techniques of strategy, and to help you get a great final result in your course. Here’s how you might make the most of the text: ● Focus your time and attention on the fundamental areas of strategy in just 10 carefully selected chapters. Read the illustrations and the case examples to clarify your understanding of how the concepts of strategy translate into an easily recognisable, real-world context. Follow up on the recommended readings at the end of each chapter. They’re specially selected as accessible and valuable sources that will enhance your learning and give you an extra edge in your course work. KEY CONCEPT AUDIO SUMMARY ● ● Also, look out for the Key Concepts and Audio Summary icons...
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...GLOBALIZATION THE ESSENTIALS GEORGE RITZER A John Wiley & Sons, Ltd., Publication Globalization Globalization A Basic Text George Ritzer This balanced introduction draws on academic and popular sources to examine the major issues and events in the history of globalization. Globalization: A Basic Text is a substantial introductory textbook, designed to work either on its own or alongside Readings in Globalization. The books are cross-referenced and are both structured around the core concepts of globalization. 2009 • 608 pages • 978-1-4051-3271-8 • paperback www.wiley.com/go/globalization Readings in Globalization Key Readings and Major Debates Edited by George Ritzer and Zeynep Atalay This unique and engaging anthology introduces students to the major concepts of globalization within the context of the key debates and disputes. Readings in Globalization illustrates that major debates in the field are not only useful to examine for their own merit but can extend our knowledge of globalization. The volume explores both the political economy of globalization and the relationship of culture to globalization. The volume is designed so it may be used independently, or alongside George Ritzer’s Globalization: A Basic Text for a complete student resource. 2010 • 560 pages • 978-1-4051-3273-2 • paperback Order together and save! Quote ISBN 978-1-4443-2371-9 GLOBALIZATION THE ESSENTIALS GEORGE RITZER A John Wiley & Sons, Ltd., Publication This edition first...
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