...M1A1 Case Analysis: Merit Enterprise Corp. The Chief Financial Officer of Merit Enterprise Corp has two options that she can recommend to the board. Let’s take a look at option 1. Pros: We already know that JPMorgan Chase bank has served Merit for many years. The $4 billion loan can come quickly from JPMorgan Chase by gathering a group of banks together. As an investment bank it can help Merit raise capital, and engage in trading and market making activities. Because of their good relationship with the bank merit can negotiate to obtain a low interest rate. The business will stay private. (Montoya, D, and Media, D. (n.d.)). The cons: JPMorgan has served with Merit for many years with seasonal credit lines as well as a medium-term loan. Depending on how business goes they may need a long-term loan. Since the loans will come from different banks if the business does not produce enough cash flow there may be a chance for bankruptcy. JPMorgan will have the upper hand in their finances by demanding periodic financial disclosures to monitor Merit’s financial conditions while their operation is increasing. The bank may lay down certain restrictions that can affect future financing. Since $4 billion is a large sum of money to lend the bank may require collateral. If the business doesn’t do so well the bank may use that to control assets and sell it for a profit to make up for what the business owes. Lastly failure to pay back the loan can result in a lawsuit, which can...
Words: 289 - Pages: 2
...Merit Enterprise Corp. Sara Lehn, chief financial officer of Merit Enterprise Corp., was reviewing her presentation one last time before her upcoming meeting with the board of directors. Merit�s business had been brisk for the last two years, and the company�s CEO was pushing for a dramatic expansion of Merit�s production capacity. Executing the CEO�s plans would require $4 billion in capital in addition to $2 billion in excess cash that the firm had built up. Sara�s immediate task was to brief the board on options for raising the needed $4 billion. Unlike most companies its size, Merit had maintained its status as a private company, financing its growth by reinvesting profits and, when necessary, borrowing from banks. Whether Merit could follow that same strategy to raise the $4 billion necessary to expand at the pace envisioned by the firm�s CEO was uncertain, though it seemed unlikely to Sara. She had identified two options for the board to consider: Option 1: Merit could approach JPMorgan Chase, a bank that had served Merit well for many years with seasonal credit lines as well as medium-term loans. Lehn believed that JPMorgan was unlikely to make a $4 billion loan to Merit on its own, but it could probably gather a group of banks together to make a loan of this magnitude. However, the banks would undoubtedly demand that Merit limit further borrowing and provide JPMorgan with periodic financial disclosures so that they could monitor Merit�s financial condition as it expanded...
Words: 452 - Pages: 2
...notes. Which of the following is least likely to be considered a security under the Securities Act of 1933? A. Stock options. B. Warrants. C. General partnership interests. D. Limited partnership interests Under the Securities Exchange Act of 1934, which of the following types of instruments is excluded from the definition of "securities"? A. Investment contracts. B. Convertible debentures. C. Nonconvertible debentures. D. Certificates of deposit Sam, a Harlingen business owner, sued a local shopping mall and accused it of conspiring with a former partner of Sam's to put Sam out of business. Sam lacked resources to pay his lawyers and otherwise fund the lawsuit. Sternberg formed Plaintiff's Funding Corp. (PFC) and came to Sam’s aid. Sternberg and PFC induced 10 people to put up $5,000 each to buy an 11% stake in the litigation. Sam used the $50,000 to fund the lawsuit, which recovered $5.4 million. The ten investors were entitled to $594,000, but were never paid. They sued Sternberg and PFC for securities fraud. Defendants claimed that no "securities" were involved in this case. Which is true? A. Defendants are correct; there were no "securities" involved in this case. B. The investors should win; these were securities in the form of an "investment contract." C. These interests were securities because they were stock derivative...
Words: 1179 - Pages: 5
...Merit Enterprise Corp. Option one is never a great choice unless it’s the last option available. You should never want to put a growing corporation into further debt by taking out loans. Plus the bank will probably hold more of the share in the company. Also 4 billion dollar is a substantial amount of money having to pay back and could put stress on the organization if any financial situations ever aroused. Taking out this loan will have more people accountable for the company’s wealth. The only thing positive about doing this is that Merit is probably guaranteed to receive the money that they are asking. The biggest drawback is creating debt with multiple debtors. Public corporations are capable of raising capital from an IPO, as employees or individuals buy shares in the company, since public corporations are publicly listed on a stock exchange. This is the most significant advantage of a public corporation. In addition to the ease of raising capital, public companies may issue their securities as compensation for those that provide services to the company, such as their directors, officers and employees. While private companies may also issue their securities as compensation for services, the recipient of those securities often have difficulty selling those securities on the open market. Securities from a public company typically have an established fair market value at any given time as determined by the price the security is sold for on the stock exchange where the security...
Words: 509 - Pages: 3
...Scholarship Repository University of Minnesota Law School Articles Faculty Scholarship 1988 Discovery in Labor Arbitration Laura J. Cooper University of Minnesota Law School, lcooper@umn.edu Follow this and additional works at: http://scholarship.law.umn.edu/faculty_articles Part of the Law Commons Recommended Citation Laura J. Cooper, Discovery in Labor Arbitration, 72 Minn. L. Rev. 1281 (1988), available at http://scholarship.law.umn.edu/ faculty_articles/307. This Article is brought to you for free and open access by the University of Minnesota Law School. It has been accepted for inclusion in the Faculty Scholarship collection by an authorized administrator of the Scholarship Repository. For more information, please contact lenzx009@umn.edu. Discovery in Labor Arbitration Laura J.Cooper* The mere statement of the topic, discovery in labor arbitration, suggests a paradox. Is not the essence of the arbitration process an effort to avoid the procedural complexities that make litigation comparatively slow and costly? More than forty years ago, Learned Hand admonished a litigant distressed with the procedural failings of an arbitration proceeding: Arbitration may or may not be a desirable substitute for trials in courts; as to that the parties must decide in each instance. But when they have adopted it, they must be content with its informalities; they may not hedge it about with those procedural limitations which it is precisely its purpose...
Words: 22162 - Pages: 89
...challenges facing the spin-out of part of the business of Hewlett-Packard (“HP”) announced October 6th. This spin-out will result in two publicly traded companies: Hewlett-Packard Enterprise, responsible for the storage, servers, software and security divisions and HP Inc., responsible for the PCs and printers divisions. The spin-out is expected to close by October 2015. In this memo we have: 1. Reviewed HPs past performance 2. Reviewed the rationale behind the spin-out 3. Conducted a SWOT-analysis, and 4. Concluded with our future outlook. 1. Review past performance Just as many other entrepreneurs, HP started because the founders discovered something. They wanted to see a market arise from the possibility of substituting an already-existing product or service with something better, namely more stable oscillators for a better price. Providing their market with better quality products for a better price therefore became the new company's raison d'être. Over the last 80 years, the crucial key success factor that has made HP successful has been her ability to adapt to new circumstances. For example, after starting out with the production of audio oscillators, HP moved to producing computers in the 1960s. She then moved to PCs and printers, finally evolving in an enterprise in wide information systems and services. This distinguishes her from several of her competitors. Another essential key success factor is HPs track record in product innovation...
Words: 1321 - Pages: 6
...Joan. While this rule is applicable to decisions of corporate directors, it has not generally been found to apply to bank directors. In Resolution Trust Corp. v. Gregor, 872 F. Supp. 1140 (E.D.N.Y. 1994), for example, Judge Ross noted that bank directors were traditionally held to a higher standard of diligence because of the quasi-public role of financial institutions in safekeeping the public's funds. Therefore, Joan case would have be similar to Broderick v. Marcus, 152 Misc. 413, 272 N.Y.S. 455 (N.Y. S. Ct. 1943) and Litwin v. Allen, 25 N.Y.S.2d 667 (N.Y. S. Ct. 1940)). Following Gregor, Judge Gleeson similarly refused to apply the business judgment rule to bank directors who had allegedly made improvident loans. As in the case of FDIC v. Ornstein, 73 F. Supp. 2d 277 (E.D.N.Y. 1999). In the case of Leonard Minzer v. Gerard C. Keegan, 1997 U.S. Dist. Lexis 16445 (E.D.N.Y. 1997) the court denied the stockholders' motion for preliminary injunction. The court denied the motion o grant the stockholders' request for a preliminary injunction, as they failed to show they would suffer irreparable harm or that they were likely to succeed on the merits in the underlying dispute. If Joan want to use the case as law in order to receive relief he must prove that suffer irreparable harm or that they were likely to succeed on the merits in the underlying dispute. The stockholders failed to identify any irreparable competitive injury if the bank ceased to exist or the savings and loan gained...
Words: 1500 - Pages: 6
...Wind Turbine Manufacturers in the U.S.: Locations and Local Impacts WINDPOWER 2010 Conference and Exhibition Dallas, Texas Suzanne Tegen May 26, 2010 NREL/PR-6A2-47913 NREL is a national laboratory of the U.S. Department of Energy, Office of Energy Efficiency and Renewable Energy, operated by the Alliance for Sustainable Energy, LLC. Challenges to modeling Renewables Renewables represent new industries • Not isolated as an industry in conventional I/O codes Requires detailed knowledge of project costs and industry specific expenditures • Equipment, Engineering, Labor, Permitting, O&M, etc. The Wind JEDI Model • Provides a project basic project recipe for specific RE technologies • Applies Industry Specific Multipliers derived from IMPLAN National Renewable Energy Laboratory Innovation for Our Energy Future Jobs and Economic Impacts from the JEDI Model Wind Energy’s Economic Impacts JEDI Model Version W1.09.03e Local Revenue, Turbine, & Supply Chain Impacts Project Development & Onsite Labor Impacts •Construction workers •Management •Administrative support •Cement truck drivers •Road crews •Maintenance workers •Legal and siting •Blades, towers, gear boxes •Boom truck & management, gas and gas station workers; •Supporting businesses, such as bankers financing the construction, contractor, manufacturers and equipment suppliers; •Utilities; •Hardware store purchases and workers, spare parts and their suppliers Induced Impacts Jobs and earnings that...
Words: 1548 - Pages: 7
... Division of Work. Specialization allows the individual to build up experience, and to continuously improve his skills. Thereby he can be more productive. Authority. The right to issue commands, along with which must go the balanced responsibility for its function. Discipline. Employees must obey, but this is two-sided: employees will only obey orders if management play their part by providing good leadership. Unity of Command. Each worker should have only one boss with no other conflicting lines of command. Unity of Direction. People engaged in the same kind of activities must have the same objectives in a single plan. This is essential to ensure unity and coordination in the enterprise. Unity of command does not exist without unity of direction but does not necessarily flows from it. Subordination of individual interest (to the general interest). Management must see that the goals of the firms are always paramount. Remuneration. Payment is an important motivator although by analyzing a number of possibilities, Fayol points out that there is no such thing as a perfect system. Centralization (or Decentralization). This is a matter of degree depending on the condition of the business and the quality of its personnel. Scalar chain (Line of Authority). A hierarchy is necessary for unity of direction. But lateral communication is also fundamental, as long as superiors know that such communication is taking place. Scalar chain refers to the number...
Words: 1248 - Pages: 5
...ULTRA-SONIC ENGINEERING CORPORATION James B. Hunt, University of Newcastle [pic] [pic] [pic] Dan Rogers Roy Lomas Edward Hyde Ultra-Sonic Engineering Corp. was a highly successful British-American Enterprise headed by Dan Rogers. Rogers had graduated from M.I.T. in 1980 with a degree in engineering, majoring in aviation. In 1982 he received his MBA from London Business School and immediately went about raising venture capital to start his own company By 1985 Rogers presided over a profitable single-product enterprise; Ultra-Sonic's Jet Fighter planes had made him independently wealthy. In 1988 Rogers was contacted by Richard Robards, a fellow engineer from his college days at MIT. Richard was an aerospace scientist with the University of Hawaii, and had recently developed an esoteric engine after years of research, which he called the Silver Motor. At the same time, Ultra-Sonic's own research division had produced tantalizingly viable plans for a new product which it was suggested would be called the Gyro-Copter. After some discussion, both men realised that the Silver Motor would require considerable development if it were to be used in the Jet-Fighters, but its design features made it immediately viable as an important feature of the Gyro-Copter. At the beginning of 1989, Rogers initiated an important corporate restructuring in order to accommodate the development of the Gyro-Copter. He created two separate divisions which he designated...
Words: 1570 - Pages: 7
...PETER#HORNBERGER,#NEW#HOPE# # # :# PUBLISHING#CO.,#AND#PRAISE#NEW### # :# HOPE#CORP.,# # # # # # :# :# :# :# # No.#162,#2013# :# :# Defendants#Below,# :# Appellants,## # :# :# v.# # # # :# :# :# MERCER#CHRISTIAN#PUBLISHING#CO.#AND# # :# SUSAN#BEARD,#### # # # # :# :# :# Plaintiff#Below,## :## # Court#Below:# Appellee.### # :## # Court#of#Chancery#of## :# # the#State#of#Delaware## :## :## # C.A.#No.#8974VCD# # # # # # _________________________________________________________________# # # _________________________________________________________________# # # # # Team#W# Attorneys#for#Appellee# February#7,#2014# # # # # # Table#of#Contents# TABLE#OF#CITATIONS# ................................................#iii# . NATURE#OF#PROCEEDINGS# ...............................................#1# . SUMMARY#OF#ARGUMENT# .................................................#2# . COUNTERSTATEMENT#OF#FACTS# ...........................................#3# . ARGUMENT# ............................................................#6# . I. THE# COURT# OF# CHANCERY# PROPERLY# ISSED# A# PRELIMINARY# INJUCTION# BECAUSE# PLAINTIFFS# DEMONSTRATED# A# REASONABLE# PROBABLITY# OF# SUCCESS# ON# THE# MERITS# CONCERNING# THE# MERGER# OF# PRAISE# VIDEO# WITH#NEW#HOPE#PUBLISHING#COMPANY## ...........................#6# A. Question#Presented#....................................#6# B. Scope#of#Review#.......................................#6# C. Merits#of#the#Argument#................................#6# 1. Praise# fiduciary#...
Words: 6285 - Pages: 26
...Multinational corporation From Wikipedia, the free encyclopedia A multinational corporation (MNC) or multinational enterprise (MNE)[1] are organizations that own or control production or services facilities in one or more countries other than the home country.[2] For example, when a corporation that is registered in more than one country or that has operations in more than one country may be attributed as MNC. Usually, it is a large corporation which both produces and sells goods or services in various countries.[3] It can also be referred to as an international corporation or "transnational corporation". They play an important role in globalization. Arguably, the first multinational business organization was the Knights Templar, founded in 1120.[4][5][6] After that came the British East India Company in 1600[7] and then the Dutch East India Company, founded March 20, 1602, which would become the largest company in the world for nearly 200 years.[8] Contents [hide] 1 Conflict of laws 2 Transnational corporations 3 Criticism of multinationals 4 See also 5 References 6 External links Conflict of laws[edit] Main article: Conflict of laws Conflict of laws is a set of procedural rules that determines which legal system and which jurisdiction applies to a given dispute. The term conflict of laws itself originates from situations where the ultimate outcome of a legal dispute depended upon which law applied, and the common law court's manner of resolving the conflict...
Words: 880 - Pages: 4
...897 F.2d 646 UNITED STATES of America, Appellee, v. Kuang Hsung J. CHUANG, a/k/a "Joseph Chuang", Appellant. No. 692, Docket Nos. 89-1309, 89-1406. United States Court of Appeals, Second Circuit. Argued Feb. 7, 1990. Decided Feb. 28, 1990. Herve Gouraige, Asst. U.S. Atty., New York City (Otto G. Obermaier, U.S. Atty., Martin Klotz, and Kerri M. Bartlett, Asst. U.S. Attys., on the brief) for appellee U.S. Robert S. Litt, Washington, D.C. (Bruce S. Oliver, Elena Kagan, and Williams & Connolly, Washington, D.C., on the brief) for appellant Kuang Hsung J. Chuang. Before TIMBERS, NEWMAN and ALTIMARI, Circuit Judges. TIMBERS, Circuit Judge: 1 Appellant Kuang Hsung J. Chuang appeals from a judgment of conviction entered August 1, 1989, in the Southern District of New York, Miriam Goldman Cedarbaum, District Judge, 696 F.Supp. 910, upon a jury verdict on twenty-two counts, including misapplication of bank funds, making false statements to bank regulatory officials, other substantive counts, and conspiracy. The district court denied Chuang's pretrial motions to suppress evidence obtained from warrantless searches of his bank and law offices. 2 On appeal, we find that the chief claim of error raised by Chuang is that the district court erred in denying his suppression motions. Other claims of error have been raised and considered. 3 For the reasons which follow, we affirm the judgment of conviction. I. 4 We shall summarize only those facts and prior proceedings believed...
Words: 3954 - Pages: 16
...Business and NBER Tel: (780) 492-5683 randall.morck@ualberta.ca Bernard Yeung Stern School of Business New York University Tel: (212) 998-0425 byeung@stern.nyu.edu Minyuan Zhao Ross School of Business University of Michigan Tel: (734) 647-6978 myzhao@umich.edu June 2007 * The authors are grateful for the helpful comments from William Allen, Tom Pugel, Myles Shaver, Jordan Siegel, and Changqi Wu. Perspectives on China's Outward Foreign Direct Investment Randall Morck Bernard Yeung Minyuan Zhao Abstract Recent economic data reveal that, at the infant stage, China’s outward foreign direct investment (FDI) is biased towards tax haven countries and South East Asian countries and are mostly conducted by State controlled enterprises with government sanctioned monopoly status. Further examination of China’s savings rate, corporate ownership structures, and bank dominated capital allocation suggests that, although a surge in China’s outward FDI might be economically sensible, the most active players have incentives to conduct excessive outward FDI while capital constraints limit players that most likely have value-creating FDI opportunities. We then discuss plausible firm-level justifications for China’s outward FDI flow, its importance, and promising avenues for further research. I. Introduction Barely thirty years ago, most would consider China a poor agricultural economy. In 2008 China is hosting the Olympics to signal its emergence as a major economic power...
Words: 7851 - Pages: 32
...Chapter 2 The Financial Market Environment ( Instructor’s Resources Overview Money and capital markets and their major components are introduced in this chapter. Firms need to raise capital in order to survive. Financial institutions give firms access to the money they need to grow. However, greed can drive financial managers and institutions to commit actions that get them into trouble and even force bankruptcy. These bankruptcies result in limited capital flows to firms, and both they and the whole economy can suffer. Therefore, financial institutions and markets should be well regulated. The final section covers a discussion of the impact of taxation on the firm’s financial activities. ( Suggested Answer to Opener-in-Review Question Consider a buyer who purchased a home that month for $150,000, using $30,000 of her own funds as a down payment and borrowing the remaining $120,000 from a bank via a 30-year mortgage. Two years later, prices in Phoenix rose by 30 percent, and the house was worth $195,000. Assuming that after making two years of payments on the 30-year mortgage, the outstanding mortgage balance was still $118,000. How much equity does the buyer have in her home? What rate of return has she earned on her initial $30,000 investment? Buyer’s equity in her home = $195,000 – $118,000 = $77,000 Rate of return = ($77,000 – $30,000) ÷ $30,000 = $156.67% ( Answers to Review Questions 1. The key participants in financial transactions are individuals, businesses...
Words: 4329 - Pages: 18
