Deck 4: Planning,developing Business,and Acquisition Plans: Phases 1 and 2 of the Acquisition Process

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Question
Market segmentation involves identifying customers with common characteristics and needs.
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Core competencies should be defined as narrowly as possible.
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A business plan articulates a mission or vision for the firm and a strategy for realizing that mission.
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A firm's core competencies refer to those skills which are required to produce the firm's primary products but
which have little or no application in producing related products.
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A planning-based acquisition process consists of both a business plan and acquisition plan,which drive all subsequent phases of the acquisition process.
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An analysis of markets should involve current and potential customers,as well as current and potential competitors,but
it should exclude suppliers.
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A cost leadership strategy can be highly destructive to the firm with the largest market share if pursued concurrently by a number of firms with very different market shares.
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A differentiation strategy is one in which a firm's products are perceived by customers to be slightly different from other firms' products in the same industry.
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Firms adopting a focus strategy tend to concentrate their efforts by selling a few products to a single market and compete primarily on price.
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Corporate objectives are defined as what is to be accomplished within a specific period.
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A differentiation strategy is one in which customers believe that various competitors have significantly different cost structures.
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A corporate mission statement should be defined as broadly as possible since it seeks to describe the corporation's reason for being,and it should not exclude the firm from pursuing any significant opportunities.
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A price or cost leader in an industry is usually the firm with the largest market share.
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The experience curve is most important in analyzing industries with low fixed costs.
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Firms adopting a focus strategy compete primarily based on their superior understanding of how to satisfy their customers needs better than the competition.
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A firm should choose that strategy from among the range of reasonable alternatives that enables it to achieve its stated objectives in an acceptable time period without regard for resource constraints.
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Coca Cola is an example of a company that pursues both a differentiation and cost leadership strategy.
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A competitive self-assessment involves an analysis of the firm's absolute strengths and weaknesses.
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Determining where a firm should compete starts with deciding who the firm's current or potential customers are and what are their needs.
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The market targeted by the firm should reflect the fit between the corporation's primary strengths and competencies and its ability to satisfy customer needs better than the competition.
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Contingency plans are actions that are taken as an alternative to the firm's current business strategy.
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A cost leadership strategy is most appropriate when pursued concurrently by a number of firms in the same industry with approximately the same market share.
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Operating risk addresses the ability of the buyer to manage the acquired company.
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Market profiling entails collecting sufficient data to accurately assess and characterize a firm's competitive environment within its chosen markets.
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Strong sales growth and low entry barriers characterize the embryonic and growth stages of a product's life cycle.
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Financial risk refers to the buyer's willingness and ability to leverage a transaction as well as the willingness of shareholders to accept near-term earnings per share dilution.
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While management's upfront involvement in the acquisition process is crucial,management should largely disengage from the process until the transaction is completed.
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Examples of management preferences used in an acquisition plan include their preference for an asset or stock purchase or openness to partial rather than full ownership of the target firm.
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Stakeholders only include a firm's shareholders.
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An acquisition plan is developed if management determines that an acquisition or merger is required to implement the firm's business strategy.
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Good planning expedites sound decision making.
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The market or markets in which a firm chooses to compete should reflect the fit between the firm's primary strengths and its ability to satisfy customers needs better than the competition.
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An acquisition plan defines the objectives to be achieved by acquiring another firm,management's preferences as to how the acquisition process should be managed,resources required,and the roles and responsibilities of those responsible for implementing the plan.
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An acquisition is one of many options available for implementing a firm's business plan.
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A merger or acquisition is generally not considered an example of an implementation strategy.
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Potential competitors include firms (both domestic and foreign)in the current market,those in related markets,current customers,and current suppliers.
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The evolution of the growth of a product can be characterized in four stages: embryonic,growth,maturity,and decline.This description is called a business attractiveness matrix.
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The implementation strategy refers to the way in which a firm chooses to implement its business strategy.
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The joint venture may represent an attractive alternative to a merger or acquisition.
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Resource limitations in developing the acquisition plan include money,borrowing capacity,as well as management time and skills.
Question
Determining how to compete requires a firm's management to consider which of the following factors?

A) Factors critical to successfully competing in its targeted markets
B) An external market analysis
C) An evaluation of what criteria customers use to make buying decisions
D) Availability of product substitutes
E) All of the above
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Planning in advance of a merger or an acquisition necessarily slows down decision making.
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A diversification strategy involves a firm moving into only those businesses which are unrelated to the firm's current core business.
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A corporate mission statement seeks to describe the corporation's purpose for being and where the corporation hopes to go.
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Overpayment risk involves the dilution of EPS or a reduction in its growth rate resulting from paying significantly more than the economic value of the acquired firm.
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Accounting considerations rarely affect the decision to buy another business rather than to build the business internally.
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Which of the following examples represents the best application of a firm's primary core competence?

A) Honda Motors manufactures cars, motorcycles, lawnmowers, and snow blowers
B) IBM provides both software services and manufactures computer hardware
C) PepsiCo manufactures and distributes soft drinks and manages restaurant chains
D) Microsoft sells operating system software and access to the internet through its MSN subscription service
E) McDonalds sells hamburgers and pizza.
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Acquisition plan objectives should be directly linked to key business plan objectives.
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Market profiling requires an analysis of all of the following factors except for:

A) Customers
B) Suppliers
C) Core competencies
D) Current and potential competitors
E) Product or service substitutes
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Management can obtain insight into the firm's probable future cash requirements and in turn its value by determining its position in its industry's product life cycle.
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In a conducting a self-assessment,a firm should consider all of the following except for

A) The degree on government regulation in its targeted markets
B) The effectiveness of its R&D activities
C) Product quality
D) Responsiveness to changing customer needs
E) Brand name recognition
Question
Determining where a firm should compete requires management to consider which of the following factors?

A) Determining the firm's current customers only
B) Determining the firm's potential customers only
C) Determining the needs of current and potential customers, as well as suppliers
D) Determining the needs of potential suppliers only
E) A and D only
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A collection of markets is said to comprise an industry.
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In selecting an appropriate business strategy,all of the following are relevant questions except for

A) Does the firm have sufficient resources to implement the strategy?
B) Have all reasonable alternatives available for implementing the strategy been evaluated?
C) What are the key assumptions underlying the various strategic options under consideration?
D) What do the firm's targeted customers primarily consider in making purchasing decisions?
E) Why might an acquisition be preferred to a joint venture in implementing the business strategy?
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The acquisition plan provides the detail needed to implement effectively the firm's business strategy,
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All of the following questions are relevant for conducting a self-assessment or internal analysis of the firm except for

A) What are the firm's critical strengths and weaknesses as compared to the competition?
B) Can the firm's critical strengths be easily duplicated and surpassed by the competition?
C) Can the firm's critical strengths be used to gain strategic advantage in the firm's chosen market?
D) What are the least important factors customers consider in making purchasing decisions?
E) Can the firm's key weaknesses be exploited by the competition?
Question
Which of the following represent key components of the acquisition process

A) Business plan
B) Integration plan
C) Search plan
D) Negotiation process
E) All of the above
Question
All of the following represent commonly found components of a well-constructed business plan except for

A) Mission statement
B) Strategy
C) Acquisition plan
D) Objectives
E) Tactical or implementation plans
Question
What is the core competence underlying Honda Corporation product offering?

A) Product distribution
B) Marketing
C) Internal combustion engine design
D) Exterior design
E) Organizational structure
Question
Which of the following best defines market segmentation

A) The identification of customers with common characteristics and needs
B) The identification of customers with heterogeneous characteristics and needs
C) The grouping of customers with different characteristics
D) The process of reducing large markets into smaller markets without regard to customer characteristics
E) The process of identifying the various markets that comprise an industry without regard to customer characteristics
Question
All of the following are true about product life cycles except for

A) Strong sales growth and low barriers to entry often characterize the early stages of a product's introduction
B) New entrants have substantially poorer cost positions, as a result of their small market shares when compared to earlier entrants.
C) Later phases are characterized by slower market growth rates
D) During the high growth phases, firms usually experience high positive operating cash flow
E) The introduction of product enhancements can extend a firm's product life cycle
Question
Which of the following are true of real options?

A) Real options give management the ability to delay the implementation of a strategy
B) Real options give management the ability to accelerate the implementation of a strategy
C) Real options give management the ability to abandon a strategy
D) Real options represent the ability of management to change their strategy after the strategy has been implemented.
E) All of the above
Question
Stakeholders include which of the following groups?

A) Shareholders
B) Customers
C) Lenders
D) Suppliers
E) All of the above
Question
Which of the following are ways to implement a firm's business strategy?

A) Merge or acquisition
B) Joint venture
C) Going it alone
D) Asset swap
E) All of the above
Question
A good mission statement should be

A) Very broadly defined
B) Very narrowly defined
C) Reference the firm's targeted markets, product or service offering, distribution channels and management's core operating beliefs
D) Describe only the purpose of the corporation
E) A and C only
Question
An acquisition plan entails all of the following except for

A) Identifies key management objectives for making an acquisition
B) Determines important resource constraints
C) Articulates management's preferences for acquiring stock or assets or considering competitors as possible targets
D) Constitutes the firm's business plan
E) Defines roles and responsibilities of those on the acquisition team
Question
Which of the following are components of a business strategy?

A) Mission/vision
B) Objectives
C) Internal analysis
D) External analysis
E) All of the above
Question
Case Study Short Essay Examination Questions
Adobe's Acquisition of Omniture: Field of Dreams Marketing?
On September 14, 2009, Adobe announced its acquisition of Omniture for $1.8 billion in cash or $21.50 per share. Adobe CEO Shantanu Narayen announced that the firm was pushing into new business at a time when customers were scaling back on purchases of the company's design software. Omniture would give Adobe a steady source of revenue and may mean investors would focus less on Adobe's ability to migrate its customers to product upgrades such as Adobe Creative Suite.
Adobe's business strategy is to develop a new line of software that was compatible with Microsoft applications. As the world's largest developer of design software, Adobe licenses such software as Flash, Acrobat, Photoshop, and Creative Suite to website developers. Revenues grow as a result of increased market penetration and inducing current customers to upgrade to newer versions of the design software.
In recent years, a business model has emerged in which customers can "rent" software applications for a specific time period by directly accessing the vendors' servers online or downloading the software to the customer's site. Moreover, software users have shown a tendency to buy from vendors with multiple product offerings to achieve better product compatibility.
Omniture makes software designed to track the performance of websites and online advertising campaigns. Specifically, its Web analytic software allows its customers to measure the effectiveness of Adobe's content creation software. Advertising agencies and media companies use Omniture's software to analyze how consumers use websites. It competes with Google and other smaller participants. Omniture charges customers fees based on monthly website traffic, so sales are somewhat less sensitive than Adobe's. When the economy slows, Adobe has to rely on squeezing more revenue from existing customers. Omniture benefits from the takeover by gaining access to Adobe customers in different geographic areas and more capital for future product development. With annual revenues of more than $3 billion, Adobe is almost ten times the size of Omniture.
Immediately following the announcement, Adobe's stock fell 5.6 percent to $33.62, after having gained about 67 percent since the beginning of 2009. In contrast, Omniture shares jumped 25 percent to $21.63, slightly above the offer price of $21.50 per share. While Omniture's share price move reflected the significant premium of the offer price over the firm's preannouncement share price, the extent to which investors punished Adobe reflected widespread unease with the transaction.
Investors seem to be questioning the price paid for Omniture, whether the acquisition would actually accelerate and sustain revenue growth, the impact on the future cyclicality of the combined businesses, the ability to effectively integrate the two firms, and the potential profitability of future revenue growth. Each of these factors is considered next.
Adobe paid 18 times projected 2010 earnings before interest, taxes, depreciation, and amortization, a proxy for operating cash flow. Considering that other Web acquisitions were taking place at much lower multiples, investors reasoned that Adobe had little margin for error. If all went according to plan, the firm would earn an appropriate return on its investment. However, the likelihood of any plan being executed flawlessly is problematic.
Adobe anticipates that the acquisition will expand its addressable market and growth potential. Adobe anticipates significant cross-selling opportunities in which Omniture products can be sold to Adobe customers. With its much larger customer base, this could represent a substantial new outlet for Omniture products. The presumption is that by combining the two firms, Adobe will be able to deliver more value to its customers. Adobe plans to merge its programs that create content for websites with Omniture's technology. For designers, developers, and online marketers, Adobe believes that integrated development software will streamline the creation and delivery of relevant content and applications.
The size of the market for such software is difficult to gauge. Not all of Adobe's customers will require the additional functionality that would be offered. Google Analytic Services, offered free of charge, has put significant pressure on Omniture's earnings. However, firms with large advertising budgets are less likely to rely on the viability of free analytic services.
Adobe also is attempting to diversify into less cyclical businesses. However, both Adobe and Omniture are impacted by fluctuations in the volume of retail spending. Less retail spending implies fewer new websites and upgrades to existing websites, which directly impacts Adobe's design software business, and less advertising and retail activity on electronic commerce sites negatively impacts Omniture's revenues. Omniture receives fees based on the volume of activity on a customer's site.
Integrating the Omniture measurement capabilities into Adobe software design products and cross-selling Omniture products into the Adobe customer base require excellent coordination and cooperation between Adobe and Omniture managers and employees. Achieving such cooperation often is a major undertaking, especially when the Omniture shareholders, many of whom were employees, were paid in cash. The use of Adobe stock would have given them additional impetus to achieve these synergies in order to boost the value of their shares.
Achieving cooperation may be slowed by the lack of organizational integration of Omniture into Adobe. Omniture will become a new business unit within Adobe, with Omniture's CEO, Josh James, joining Adobe as a senior vice president of the new business unit. He will report to Narayen. This arrangement may have been made to preserve Omniture's corporate culture.
Adobe is betting that the potential increase in revenues will grow profits of the combined firms despite Omniture's lower margins. Whether the acquisition will contribute to overall profit growth depends on which products contribute to future revenue growth. The lower margins associated with Omniture's products would slow overall profit growth if the future growth in revenue came largely from Omniture's Web analytic products.
Who are Adobe's and Omniture's customers and what are their needs?
Question
Examples of corporate level strategies include which of the following:

A) Growth
B) Diversification
C) Operational
D) Financial
E) All of the above
Question
Case Study Short Essay Examination Questions
Adobe's Acquisition of Omniture: Field of Dreams Marketing?
On September 14, 2009, Adobe announced its acquisition of Omniture for $1.8 billion in cash or $21.50 per share. Adobe CEO Shantanu Narayen announced that the firm was pushing into new business at a time when customers were scaling back on purchases of the company's design software. Omniture would give Adobe a steady source of revenue and may mean investors would focus less on Adobe's ability to migrate its customers to product upgrades such as Adobe Creative Suite.
Adobe's business strategy is to develop a new line of software that was compatible with Microsoft applications. As the world's largest developer of design software, Adobe licenses such software as Flash, Acrobat, Photoshop, and Creative Suite to website developers. Revenues grow as a result of increased market penetration and inducing current customers to upgrade to newer versions of the design software.
In recent years, a business model has emerged in which customers can "rent" software applications for a specific time period by directly accessing the vendors' servers online or downloading the software to the customer's site. Moreover, software users have shown a tendency to buy from vendors with multiple product offerings to achieve better product compatibility.
Omniture makes software designed to track the performance of websites and online advertising campaigns. Specifically, its Web analytic software allows its customers to measure the effectiveness of Adobe's content creation software. Advertising agencies and media companies use Omniture's software to analyze how consumers use websites. It competes with Google and other smaller participants. Omniture charges customers fees based on monthly website traffic, so sales are somewhat less sensitive than Adobe's. When the economy slows, Adobe has to rely on squeezing more revenue from existing customers. Omniture benefits from the takeover by gaining access to Adobe customers in different geographic areas and more capital for future product development. With annual revenues of more than $3 billion, Adobe is almost ten times the size of Omniture.
Immediately following the announcement, Adobe's stock fell 5.6 percent to $33.62, after having gained about 67 percent since the beginning of 2009. In contrast, Omniture shares jumped 25 percent to $21.63, slightly above the offer price of $21.50 per share. While Omniture's share price move reflected the significant premium of the offer price over the firm's preannouncement share price, the extent to which investors punished Adobe reflected widespread unease with the transaction.
Investors seem to be questioning the price paid for Omniture, whether the acquisition would actually accelerate and sustain revenue growth, the impact on the future cyclicality of the combined businesses, the ability to effectively integrate the two firms, and the potential profitability of future revenue growth. Each of these factors is considered next.
Adobe paid 18 times projected 2010 earnings before interest, taxes, depreciation, and amortization, a proxy for operating cash flow. Considering that other Web acquisitions were taking place at much lower multiples, investors reasoned that Adobe had little margin for error. If all went according to plan, the firm would earn an appropriate return on its investment. However, the likelihood of any plan being executed flawlessly is problematic.
Adobe anticipates that the acquisition will expand its addressable market and growth potential. Adobe anticipates significant cross-selling opportunities in which Omniture products can be sold to Adobe customers. With its much larger customer base, this could represent a substantial new outlet for Omniture products. The presumption is that by combining the two firms, Adobe will be able to deliver more value to its customers. Adobe plans to merge its programs that create content for websites with Omniture's technology. For designers, developers, and online marketers, Adobe believes that integrated development software will streamline the creation and delivery of relevant content and applications.
The size of the market for such software is difficult to gauge. Not all of Adobe's customers will require the additional functionality that would be offered. Google Analytic Services, offered free of charge, has put significant pressure on Omniture's earnings. However, firms with large advertising budgets are less likely to rely on the viability of free analytic services.
Adobe also is attempting to diversify into less cyclical businesses. However, both Adobe and Omniture are impacted by fluctuations in the volume of retail spending. Less retail spending implies fewer new websites and upgrades to existing websites, which directly impacts Adobe's design software business, and less advertising and retail activity on electronic commerce sites negatively impacts Omniture's revenues. Omniture receives fees based on the volume of activity on a customer's site.
Integrating the Omniture measurement capabilities into Adobe software design products and cross-selling Omniture products into the Adobe customer base require excellent coordination and cooperation between Adobe and Omniture managers and employees. Achieving such cooperation often is a major undertaking, especially when the Omniture shareholders, many of whom were employees, were paid in cash. The use of Adobe stock would have given them additional impetus to achieve these synergies in order to boost the value of their shares.
Achieving cooperation may be slowed by the lack of organizational integration of Omniture into Adobe. Omniture will become a new business unit within Adobe, with Omniture's CEO, Josh James, joining Adobe as a senior vice president of the new business unit. He will report to Narayen. This arrangement may have been made to preserve Omniture's corporate culture.
Adobe is betting that the potential increase in revenues will grow profits of the combined firms despite Omniture's lower margins. Whether the acquisition will contribute to overall profit growth depends on which products contribute to future revenue growth. The lower margins associated with Omniture's products would slow overall profit growth if the future growth in revenue came largely from Omniture's Web analytic products.
What factors internal to Adobe and Omniture seem to be driving the transaction? Be specific.
Question
Which of the following are not components of the negotiation phase of the acquisition process?

A) Refining valuation
B) Identifying potential target firms
C) Conducting due diligence
D) Structuring the deal
E) Developing the financing plan
Question
Case Study Short Essay Examination Questions
CenturyTel Buys Qwest Communications to Cut Costs and Buy Time as the Landline Market Shrinks
Key Points:
• Market segmentation can be used to identify "underserved" segments which may sustain firms whose competitive position in larger markets is weak.
• A firm's competitive relative is best viewed in comparison to those firms competing in its served market rather than with industry leading firms.
____________________________________________________________________________________________
In what could best be described as a defensive acquisition, CenturyTel, the fifth largest local phone company in the United States, acquired Qwest Communications, the country's third largest, in mid-2010 in a stock swap valued at $10.6 billion. While both firms are dwarfed in size by AT&T and Verizon, these second-tier telecommunications firms will control a larger share of the shrinking landline market.
The combined firms will have about 17 million phone lines serving customers in 37 states. This compares to AT&T and Verizon with about 46 and 32 million landline customers, respectively. The deal would enable the firms to reduce expenses in the wake of the annual 10 percent decline in landline usage as people switch from landlines to wireless and cable connections. Expected annual cost savings total $575 million; additional revenue could come from upgrading Qwest's landlines to handle DSL Internet.
In 2010, about one-fourth of U.S. homes used only cell phones, and cable behemoth Comcast, with 7.6 million residential and business phone subscribers, ranked as the nation's fourth largest landline provider. CenturyTel has no intention of moving into the wireless and cable markets, which are maturing rapidly and are highly competitive.
While neither Qwest nor CenturyTel owns wireless networks and therefore cannot offset the decline in landline customers as AT&T and Verizon are attempting to do, the combined firms are expected to thrive in rural areas where they have extensive coverage. In such geographic areas, broadband cable Internet access and fiber-optics data transmission line coverage are is limited. The lack of fast cable and fiber-optics transmission makes voice over Internet protocol (VOIP)-Internet phone service offered by cable companies and independent firms such as Vonage-unavailable. Consequently, customers are forced to use landlines if they want a home phone. Furthermore, customers in these areas must use landlines to gain access to the Internet through dial-up access or through a digital subscriber line (DSL).
Discussion Questions
1. How would you describe CenturyTel's business strategy? Be specific.
2. Describe the key factors both external and internal to the firm that you believe are driving this strategy.
3. Why might the acquisition of Qwest be described as defensive?
Case Study Short Essay Examination Questions
Oracle Continues Its Efforts to Consolidate the Software Industry
Oracle CEO Larry Ellison continued his effort to implement his software industry strategy when he announced the acquisition of Siebel Systems Inc. for $5.85 billion in stock and cash on September 13, 2005. The global software industry includes hundreds of firms. During the first nine months of 2005, Oracle had closed seven acquisitions, including its recently completed $10.6 billion hostile takeover of PeopleSoft. In each case, Oracle realized substantial cost savings by terminating duplicate employees and related overhead expenses. The Siebel acquisition accelerates the drive by Oracle to overtake SAP as the world's largest maker of business applications software, which automates a wide range of administrative tasks. The consolidation strategy seeks to add the existing business of a competitor, while broadening the customer base for Oracle's existing product offering.
Siebel, founded by Ellison's one-time protégé turned bitter rival, Tom Siebel, gained prominence in Silicon Valley in the late 1990s as a leader in customer relationship management (CRM) software. CRM software helps firms track sales, customer service, and marketing functions. Siebel's dominance of this market has since eroded amidst complaints that the software was complicated and expensive to install. Moreover, Siebel ignored customer requests to deliver the software via the Internet. Also, aggressive rivals, like SAP and online upstart Salesforce.com have cut into Siebel's business in recent years with simpler offerings. Siebel's annual revenue had plunged from about $2.1 billion in 2001 to $1.3 billion in 2004.
In the past, Mr. Ellison attempted to hasten Siebel's demise, declaring in 2003 that Siebel would vanish and putting pressure on the smaller company by revealing he had held takeover talks with the firm's CEO, Thomas Siebel. Ellison's public announcement of these talks heightened the personal enmity between the two CEOs, making Siebel an unwilling seller.
Oracle's intensifying focus on business applications software largely reflects the slowing growth of its database product line, which accounts for more than three fourths of the company's sales.
Siebel's technology and deep customer relationships give Oracle a competitive software bundle that includes a database, middleware (i.e., software that helps a variety of applications work together as if they were a single system), and high-quality customer relationship management software. The acquisition also deprives Oracle competitors, such as IBM, of customers for their services business.
Customers, who once bought the so-called best-of-breed products, now seek a single supplier to provide programs that work well together. Oracle pledged to deliver an integrated suite of applications by 2007. What brought Oracle and Siebel together in the past was a shift in market dynamics. The customer and the partner community is communicating quite clearly that they are looking for an integrated set of products.
Germany's SAP, Oracle's major competitor in the business applications software market, played down the impact of the merger, saying they had no reason to react and described any deals SAP is likely to make as "targeted, fill-in acquisitions." For IBM, the Siebel deal raised concerns about the computer giant's partners falling under the control of a competitor. IBM and Oracle compete fiercely in the database software market. Siebel has worked closely with IBM, as did PeopleSoft and J.D. Edwards, which had been purchased by PeopleSoft shortly before its acquisition by Oracle. Retek, another major partner of IBM, had also been recently acquired by Oracle. IBM had declared its strategy to be a key partner to thousands of software vendors and that it would continue to provide customers with IBM hardware, middleware, and other applications.
How would you describe CenturyTel's business strategy? Be specific.
Question
Which of the following are common objectives of an external analysis?

A) Determining where to compete
B) Determining how to compete
C) Identifying core competencies
D) A & B only
E) A, B, & C
Question
Case Study Short Essay Examination Questions
Adobe's Acquisition of Omniture: Field of Dreams Marketing?
On September 14, 2009, Adobe announced its acquisition of Omniture for $1.8 billion in cash or $21.50 per share. Adobe CEO Shantanu Narayen announced that the firm was pushing into new business at a time when customers were scaling back on purchases of the company's design software. Omniture would give Adobe a steady source of revenue and may mean investors would focus less on Adobe's ability to migrate its customers to product upgrades such as Adobe Creative Suite.
Adobe's business strategy is to develop a new line of software that was compatible with Microsoft applications. As the world's largest developer of design software, Adobe licenses such software as Flash, Acrobat, Photoshop, and Creative Suite to website developers. Revenues grow as a result of increased market penetration and inducing current customers to upgrade to newer versions of the design software.
In recent years, a business model has emerged in which customers can "rent" software applications for a specific time period by directly accessing the vendors' servers online or downloading the software to the customer's site. Moreover, software users have shown a tendency to buy from vendors with multiple product offerings to achieve better product compatibility.
Omniture makes software designed to track the performance of websites and online advertising campaigns. Specifically, its Web analytic software allows its customers to measure the effectiveness of Adobe's content creation software. Advertising agencies and media companies use Omniture's software to analyze how consumers use websites. It competes with Google and other smaller participants. Omniture charges customers fees based on monthly website traffic, so sales are somewhat less sensitive than Adobe's. When the economy slows, Adobe has to rely on squeezing more revenue from existing customers. Omniture benefits from the takeover by gaining access to Adobe customers in different geographic areas and more capital for future product development. With annual revenues of more than $3 billion, Adobe is almost ten times the size of Omniture.
Immediately following the announcement, Adobe's stock fell 5.6 percent to $33.62, after having gained about 67 percent since the beginning of 2009. In contrast, Omniture shares jumped 25 percent to $21.63, slightly above the offer price of $21.50 per share. While Omniture's share price move reflected the significant premium of the offer price over the firm's preannouncement share price, the extent to which investors punished Adobe reflected widespread unease with the transaction.
Investors seem to be questioning the price paid for Omniture, whether the acquisition would actually accelerate and sustain revenue growth, the impact on the future cyclicality of the combined businesses, the ability to effectively integrate the two firms, and the potential profitability of future revenue growth. Each of these factors is considered next.
Adobe paid 18 times projected 2010 earnings before interest, taxes, depreciation, and amortization, a proxy for operating cash flow. Considering that other Web acquisitions were taking place at much lower multiples, investors reasoned that Adobe had little margin for error. If all went according to plan, the firm would earn an appropriate return on its investment. However, the likelihood of any plan being executed flawlessly is problematic.
Adobe anticipates that the acquisition will expand its addressable market and growth potential. Adobe anticipates significant cross-selling opportunities in which Omniture products can be sold to Adobe customers. With its much larger customer base, this could represent a substantial new outlet for Omniture products. The presumption is that by combining the two firms, Adobe will be able to deliver more value to its customers. Adobe plans to merge its programs that create content for websites with Omniture's technology. For designers, developers, and online marketers, Adobe believes that integrated development software will streamline the creation and delivery of relevant content and applications.
The size of the market for such software is difficult to gauge. Not all of Adobe's customers will require the additional functionality that would be offered. Google Analytic Services, offered free of charge, has put significant pressure on Omniture's earnings. However, firms with large advertising budgets are less likely to rely on the viability of free analytic services.
Adobe also is attempting to diversify into less cyclical businesses. However, both Adobe and Omniture are impacted by fluctuations in the volume of retail spending. Less retail spending implies fewer new websites and upgrades to existing websites, which directly impacts Adobe's design software business, and less advertising and retail activity on electronic commerce sites negatively impacts Omniture's revenues. Omniture receives fees based on the volume of activity on a customer's site.
Integrating the Omniture measurement capabilities into Adobe software design products and cross-selling Omniture products into the Adobe customer base require excellent coordination and cooperation between Adobe and Omniture managers and employees. Achieving such cooperation often is a major undertaking, especially when the Omniture shareholders, many of whom were employees, were paid in cash. The use of Adobe stock would have given them additional impetus to achieve these synergies in order to boost the value of their shares.
Achieving cooperation may be slowed by the lack of organizational integration of Omniture into Adobe. Omniture will become a new business unit within Adobe, with Omniture's CEO, Josh James, joining Adobe as a senior vice president of the new business unit. He will report to Narayen. This arrangement may have been made to preserve Omniture's corporate culture.
Adobe is betting that the potential increase in revenues will grow profits of the combined firms despite Omniture's lower margins. Whether the acquisition will contribute to overall profit growth depends on which products contribute to future revenue growth. The lower margins associated with Omniture's products would slow overall profit growth if the future growth in revenue came largely from Omniture's Web analytic products.
Do you believe the transaction can be justified based on your understanding of the strengths and weaknesses of the two firms and perceived opportunities and threats to the two firms in the marketplace? Be specific.
Question
All of the following are true about experience curves except for

A) Applicable primarily to differentiation strategies
B) Applicable primarily to cost leadership strategies
C) Reflect declining average unit costs due to increasing accumulated production levels
D) Reflect both economies of scale and the introduction of more efficient production methods as output increases
E) Often found in commodity-type industries
Question
Case Study Short Essay Examination Questions
Adobe's Acquisition of Omniture: Field of Dreams Marketing?
On September 14, 2009, Adobe announced its acquisition of Omniture for $1.8 billion in cash or $21.50 per share. Adobe CEO Shantanu Narayen announced that the firm was pushing into new business at a time when customers were scaling back on purchases of the company's design software. Omniture would give Adobe a steady source of revenue and may mean investors would focus less on Adobe's ability to migrate its customers to product upgrades such as Adobe Creative Suite.
Adobe's business strategy is to develop a new line of software that was compatible with Microsoft applications. As the world's largest developer of design software, Adobe licenses such software as Flash, Acrobat, Photoshop, and Creative Suite to website developers. Revenues grow as a result of increased market penetration and inducing current customers to upgrade to newer versions of the design software.
In recent years, a business model has emerged in which customers can "rent" software applications for a specific time period by directly accessing the vendors' servers online or downloading the software to the customer's site. Moreover, software users have shown a tendency to buy from vendors with multiple product offerings to achieve better product compatibility.
Omniture makes software designed to track the performance of websites and online advertising campaigns. Specifically, its Web analytic software allows its customers to measure the effectiveness of Adobe's content creation software. Advertising agencies and media companies use Omniture's software to analyze how consumers use websites. It competes with Google and other smaller participants. Omniture charges customers fees based on monthly website traffic, so sales are somewhat less sensitive than Adobe's. When the economy slows, Adobe has to rely on squeezing more revenue from existing customers. Omniture benefits from the takeover by gaining access to Adobe customers in different geographic areas and more capital for future product development. With annual revenues of more than $3 billion, Adobe is almost ten times the size of Omniture.
Immediately following the announcement, Adobe's stock fell 5.6 percent to $33.62, after having gained about 67 percent since the beginning of 2009. In contrast, Omniture shares jumped 25 percent to $21.63, slightly above the offer price of $21.50 per share. While Omniture's share price move reflected the significant premium of the offer price over the firm's preannouncement share price, the extent to which investors punished Adobe reflected widespread unease with the transaction.
Investors seem to be questioning the price paid for Omniture, whether the acquisition would actually accelerate and sustain revenue growth, the impact on the future cyclicality of the combined businesses, the ability to effectively integrate the two firms, and the potential profitability of future revenue growth. Each of these factors is considered next.
Adobe paid 18 times projected 2010 earnings before interest, taxes, depreciation, and amortization, a proxy for operating cash flow. Considering that other Web acquisitions were taking place at much lower multiples, investors reasoned that Adobe had little margin for error. If all went according to plan, the firm would earn an appropriate return on its investment. However, the likelihood of any plan being executed flawlessly is problematic.
Adobe anticipates that the acquisition will expand its addressable market and growth potential. Adobe anticipates significant cross-selling opportunities in which Omniture products can be sold to Adobe customers. With its much larger customer base, this could represent a substantial new outlet for Omniture products. The presumption is that by combining the two firms, Adobe will be able to deliver more value to its customers. Adobe plans to merge its programs that create content for websites with Omniture's technology. For designers, developers, and online marketers, Adobe believes that integrated development software will streamline the creation and delivery of relevant content and applications.
The size of the market for such software is difficult to gauge. Not all of Adobe's customers will require the additional functionality that would be offered. Google Analytic Services, offered free of charge, has put significant pressure on Omniture's earnings. However, firms with large advertising budgets are less likely to rely on the viability of free analytic services.
Adobe also is attempting to diversify into less cyclical businesses. However, both Adobe and Omniture are impacted by fluctuations in the volume of retail spending. Less retail spending implies fewer new websites and upgrades to existing websites, which directly impacts Adobe's design software business, and less advertising and retail activity on electronic commerce sites negatively impacts Omniture's revenues. Omniture receives fees based on the volume of activity on a customer's site.
Integrating the Omniture measurement capabilities into Adobe software design products and cross-selling Omniture products into the Adobe customer base require excellent coordination and cooperation between Adobe and Omniture managers and employees. Achieving such cooperation often is a major undertaking, especially when the Omniture shareholders, many of whom were employees, were paid in cash. The use of Adobe stock would have given them additional impetus to achieve these synergies in order to boost the value of their shares.
Achieving cooperation may be slowed by the lack of organizational integration of Omniture into Adobe. Omniture will become a new business unit within Adobe, with Omniture's CEO, Josh James, joining Adobe as a senior vice president of the new business unit. He will report to Narayen. This arrangement may have been made to preserve Omniture's corporate culture.
Adobe is betting that the potential increase in revenues will grow profits of the combined firms despite Omniture's lower margins. Whether the acquisition will contribute to overall profit growth depends on which products contribute to future revenue growth. The lower margins associated with Omniture's products would slow overall profit growth if the future growth in revenue came largely from Omniture's Web analytic products.
What factors external to Adobe and Omniture seem to be driving the transaction? Be specific.
Question
Case Study Short Essay Examination Questions
Adobe's Acquisition of Omniture: Field of Dreams Marketing?
On September 14, 2009, Adobe announced its acquisition of Omniture for $1.8 billion in cash or $21.50 per share. Adobe CEO Shantanu Narayen announced that the firm was pushing into new business at a time when customers were scaling back on purchases of the company's design software. Omniture would give Adobe a steady source of revenue and may mean investors would focus less on Adobe's ability to migrate its customers to product upgrades such as Adobe Creative Suite.
Adobe's business strategy is to develop a new line of software that was compatible with Microsoft applications. As the world's largest developer of design software, Adobe licenses such software as Flash, Acrobat, Photoshop, and Creative Suite to website developers. Revenues grow as a result of increased market penetration and inducing current customers to upgrade to newer versions of the design software.
In recent years, a business model has emerged in which customers can "rent" software applications for a specific time period by directly accessing the vendors' servers online or downloading the software to the customer's site. Moreover, software users have shown a tendency to buy from vendors with multiple product offerings to achieve better product compatibility.
Omniture makes software designed to track the performance of websites and online advertising campaigns. Specifically, its Web analytic software allows its customers to measure the effectiveness of Adobe's content creation software. Advertising agencies and media companies use Omniture's software to analyze how consumers use websites. It competes with Google and other smaller participants. Omniture charges customers fees based on monthly website traffic, so sales are somewhat less sensitive than Adobe's. When the economy slows, Adobe has to rely on squeezing more revenue from existing customers. Omniture benefits from the takeover by gaining access to Adobe customers in different geographic areas and more capital for future product development. With annual revenues of more than $3 billion, Adobe is almost ten times the size of Omniture.
Immediately following the announcement, Adobe's stock fell 5.6 percent to $33.62, after having gained about 67 percent since the beginning of 2009. In contrast, Omniture shares jumped 25 percent to $21.63, slightly above the offer price of $21.50 per share. While Omniture's share price move reflected the significant premium of the offer price over the firm's preannouncement share price, the extent to which investors punished Adobe reflected widespread unease with the transaction.
Investors seem to be questioning the price paid for Omniture, whether the acquisition would actually accelerate and sustain revenue growth, the impact on the future cyclicality of the combined businesses, the ability to effectively integrate the two firms, and the potential profitability of future revenue growth. Each of these factors is considered next.
Adobe paid 18 times projected 2010 earnings before interest, taxes, depreciation, and amortization, a proxy for operating cash flow. Considering that other Web acquisitions were taking place at much lower multiples, investors reasoned that Adobe had little margin for error. If all went according to plan, the firm would earn an appropriate return on its investment. However, the likelihood of any plan being executed flawlessly is problematic.
Adobe anticipates that the acquisition will expand its addressable market and growth potential. Adobe anticipates significant cross-selling opportunities in which Omniture products can be sold to Adobe customers. With its much larger customer base, this could represent a substantial new outlet for Omniture products. The presumption is that by combining the two firms, Adobe will be able to deliver more value to its customers. Adobe plans to merge its programs that create content for websites with Omniture's technology. For designers, developers, and online marketers, Adobe believes that integrated development software will streamline the creation and delivery of relevant content and applications.
The size of the market for such software is difficult to gauge. Not all of Adobe's customers will require the additional functionality that would be offered. Google Analytic Services, offered free of charge, has put significant pressure on Omniture's earnings. However, firms with large advertising budgets are less likely to rely on the viability of free analytic services.
Adobe also is attempting to diversify into less cyclical businesses. However, both Adobe and Omniture are impacted by fluctuations in the volume of retail spending. Less retail spending implies fewer new websites and upgrades to existing websites, which directly impacts Adobe's design software business, and less advertising and retail activity on electronic commerce sites negatively impacts Omniture's revenues. Omniture receives fees based on the volume of activity on a customer's site.
Integrating the Omniture measurement capabilities into Adobe software design products and cross-selling Omniture products into the Adobe customer base require excellent coordination and cooperation between Adobe and Omniture managers and employees. Achieving such cooperation often is a major undertaking, especially when the Omniture shareholders, many of whom were employees, were paid in cash. The use of Adobe stock would have given them additional impetus to achieve these synergies in order to boost the value of their shares.
Achieving cooperation may be slowed by the lack of organizational integration of Omniture into Adobe. Omniture will become a new business unit within Adobe, with Omniture's CEO, Josh James, joining Adobe as a senior vice president of the new business unit. He will report to Narayen. This arrangement may have been made to preserve Omniture's corporate culture.
Adobe is betting that the potential increase in revenues will grow profits of the combined firms despite Omniture's lower margins. Whether the acquisition will contribute to overall profit growth depends on which products contribute to future revenue growth. The lower margins associated with Omniture's products would slow overall profit growth if the future growth in revenue came largely from Omniture's Web analytic products.
How would the combined firms be able to better satisfy these needs than the competition?
Question
Which of the following are components of an acquisition plan?

A) Timetable
B) Resource/capability evaluation
C) Management preferences
D) Objectives
E) All of the above
Question
All of the following represent generic business strategies except for

A) Cost leadership
B) Differentiation
C) Focus
D) Market segmentation
E) A and D
Question
Which of the following phases of the acquisition process contains a "feedback" loop?

A) Negotiation phase
B) Search phase
C) Integration phase
D) Post-closing evaluation phase
E) Closing
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Deck 4: Planning,developing Business,and Acquisition Plans: Phases 1 and 2 of the Acquisition Process
1
Market segmentation involves identifying customers with common characteristics and needs.
True
2
Core competencies should be defined as narrowly as possible.
False
3
A business plan articulates a mission or vision for the firm and a strategy for realizing that mission.
True
4
A firm's core competencies refer to those skills which are required to produce the firm's primary products but
which have little or no application in producing related products.
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5
A planning-based acquisition process consists of both a business plan and acquisition plan,which drive all subsequent phases of the acquisition process.
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6
An analysis of markets should involve current and potential customers,as well as current and potential competitors,but
it should exclude suppliers.
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7
A cost leadership strategy can be highly destructive to the firm with the largest market share if pursued concurrently by a number of firms with very different market shares.
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8
A differentiation strategy is one in which a firm's products are perceived by customers to be slightly different from other firms' products in the same industry.
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9
Firms adopting a focus strategy tend to concentrate their efforts by selling a few products to a single market and compete primarily on price.
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10
Corporate objectives are defined as what is to be accomplished within a specific period.
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11
A differentiation strategy is one in which customers believe that various competitors have significantly different cost structures.
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12
A corporate mission statement should be defined as broadly as possible since it seeks to describe the corporation's reason for being,and it should not exclude the firm from pursuing any significant opportunities.
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13
A price or cost leader in an industry is usually the firm with the largest market share.
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14
The experience curve is most important in analyzing industries with low fixed costs.
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15
Firms adopting a focus strategy compete primarily based on their superior understanding of how to satisfy their customers needs better than the competition.
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16
A firm should choose that strategy from among the range of reasonable alternatives that enables it to achieve its stated objectives in an acceptable time period without regard for resource constraints.
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17
Coca Cola is an example of a company that pursues both a differentiation and cost leadership strategy.
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18
A competitive self-assessment involves an analysis of the firm's absolute strengths and weaknesses.
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19
Determining where a firm should compete starts with deciding who the firm's current or potential customers are and what are their needs.
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20
The market targeted by the firm should reflect the fit between the corporation's primary strengths and competencies and its ability to satisfy customer needs better than the competition.
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21
Contingency plans are actions that are taken as an alternative to the firm's current business strategy.
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22
A cost leadership strategy is most appropriate when pursued concurrently by a number of firms in the same industry with approximately the same market share.
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23
Operating risk addresses the ability of the buyer to manage the acquired company.
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24
Market profiling entails collecting sufficient data to accurately assess and characterize a firm's competitive environment within its chosen markets.
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25
Strong sales growth and low entry barriers characterize the embryonic and growth stages of a product's life cycle.
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26
Financial risk refers to the buyer's willingness and ability to leverage a transaction as well as the willingness of shareholders to accept near-term earnings per share dilution.
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27
While management's upfront involvement in the acquisition process is crucial,management should largely disengage from the process until the transaction is completed.
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28
Examples of management preferences used in an acquisition plan include their preference for an asset or stock purchase or openness to partial rather than full ownership of the target firm.
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29
Stakeholders only include a firm's shareholders.
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30
An acquisition plan is developed if management determines that an acquisition or merger is required to implement the firm's business strategy.
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31
Good planning expedites sound decision making.
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32
The market or markets in which a firm chooses to compete should reflect the fit between the firm's primary strengths and its ability to satisfy customers needs better than the competition.
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33
An acquisition plan defines the objectives to be achieved by acquiring another firm,management's preferences as to how the acquisition process should be managed,resources required,and the roles and responsibilities of those responsible for implementing the plan.
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34
An acquisition is one of many options available for implementing a firm's business plan.
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35
A merger or acquisition is generally not considered an example of an implementation strategy.
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36
Potential competitors include firms (both domestic and foreign)in the current market,those in related markets,current customers,and current suppliers.
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37
The evolution of the growth of a product can be characterized in four stages: embryonic,growth,maturity,and decline.This description is called a business attractiveness matrix.
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38
The implementation strategy refers to the way in which a firm chooses to implement its business strategy.
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39
The joint venture may represent an attractive alternative to a merger or acquisition.
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40
Resource limitations in developing the acquisition plan include money,borrowing capacity,as well as management time and skills.
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41
Determining how to compete requires a firm's management to consider which of the following factors?

A) Factors critical to successfully competing in its targeted markets
B) An external market analysis
C) An evaluation of what criteria customers use to make buying decisions
D) Availability of product substitutes
E) All of the above
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42
Planning in advance of a merger or an acquisition necessarily slows down decision making.
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43
A diversification strategy involves a firm moving into only those businesses which are unrelated to the firm's current core business.
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44
A corporate mission statement seeks to describe the corporation's purpose for being and where the corporation hopes to go.
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45
Overpayment risk involves the dilution of EPS or a reduction in its growth rate resulting from paying significantly more than the economic value of the acquired firm.
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46
Accounting considerations rarely affect the decision to buy another business rather than to build the business internally.
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47
Which of the following examples represents the best application of a firm's primary core competence?

A) Honda Motors manufactures cars, motorcycles, lawnmowers, and snow blowers
B) IBM provides both software services and manufactures computer hardware
C) PepsiCo manufactures and distributes soft drinks and manages restaurant chains
D) Microsoft sells operating system software and access to the internet through its MSN subscription service
E) McDonalds sells hamburgers and pizza.
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48
Acquisition plan objectives should be directly linked to key business plan objectives.
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49
Market profiling requires an analysis of all of the following factors except for:

A) Customers
B) Suppliers
C) Core competencies
D) Current and potential competitors
E) Product or service substitutes
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50
Management can obtain insight into the firm's probable future cash requirements and in turn its value by determining its position in its industry's product life cycle.
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51
In a conducting a self-assessment,a firm should consider all of the following except for

A) The degree on government regulation in its targeted markets
B) The effectiveness of its R&D activities
C) Product quality
D) Responsiveness to changing customer needs
E) Brand name recognition
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52
Determining where a firm should compete requires management to consider which of the following factors?

A) Determining the firm's current customers only
B) Determining the firm's potential customers only
C) Determining the needs of current and potential customers, as well as suppliers
D) Determining the needs of potential suppliers only
E) A and D only
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53
A collection of markets is said to comprise an industry.
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54
In selecting an appropriate business strategy,all of the following are relevant questions except for

A) Does the firm have sufficient resources to implement the strategy?
B) Have all reasonable alternatives available for implementing the strategy been evaluated?
C) What are the key assumptions underlying the various strategic options under consideration?
D) What do the firm's targeted customers primarily consider in making purchasing decisions?
E) Why might an acquisition be preferred to a joint venture in implementing the business strategy?
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55
The acquisition plan provides the detail needed to implement effectively the firm's business strategy,
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56
All of the following questions are relevant for conducting a self-assessment or internal analysis of the firm except for

A) What are the firm's critical strengths and weaknesses as compared to the competition?
B) Can the firm's critical strengths be easily duplicated and surpassed by the competition?
C) Can the firm's critical strengths be used to gain strategic advantage in the firm's chosen market?
D) What are the least important factors customers consider in making purchasing decisions?
E) Can the firm's key weaknesses be exploited by the competition?
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57
Which of the following represent key components of the acquisition process

A) Business plan
B) Integration plan
C) Search plan
D) Negotiation process
E) All of the above
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58
All of the following represent commonly found components of a well-constructed business plan except for

A) Mission statement
B) Strategy
C) Acquisition plan
D) Objectives
E) Tactical or implementation plans
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59
What is the core competence underlying Honda Corporation product offering?

A) Product distribution
B) Marketing
C) Internal combustion engine design
D) Exterior design
E) Organizational structure
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60
Which of the following best defines market segmentation

A) The identification of customers with common characteristics and needs
B) The identification of customers with heterogeneous characteristics and needs
C) The grouping of customers with different characteristics
D) The process of reducing large markets into smaller markets without regard to customer characteristics
E) The process of identifying the various markets that comprise an industry without regard to customer characteristics
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61
All of the following are true about product life cycles except for

A) Strong sales growth and low barriers to entry often characterize the early stages of a product's introduction
B) New entrants have substantially poorer cost positions, as a result of their small market shares when compared to earlier entrants.
C) Later phases are characterized by slower market growth rates
D) During the high growth phases, firms usually experience high positive operating cash flow
E) The introduction of product enhancements can extend a firm's product life cycle
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62
Which of the following are true of real options?

A) Real options give management the ability to delay the implementation of a strategy
B) Real options give management the ability to accelerate the implementation of a strategy
C) Real options give management the ability to abandon a strategy
D) Real options represent the ability of management to change their strategy after the strategy has been implemented.
E) All of the above
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63
Stakeholders include which of the following groups?

A) Shareholders
B) Customers
C) Lenders
D) Suppliers
E) All of the above
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64
Which of the following are ways to implement a firm's business strategy?

A) Merge or acquisition
B) Joint venture
C) Going it alone
D) Asset swap
E) All of the above
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65
A good mission statement should be

A) Very broadly defined
B) Very narrowly defined
C) Reference the firm's targeted markets, product or service offering, distribution channels and management's core operating beliefs
D) Describe only the purpose of the corporation
E) A and C only
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66
An acquisition plan entails all of the following except for

A) Identifies key management objectives for making an acquisition
B) Determines important resource constraints
C) Articulates management's preferences for acquiring stock or assets or considering competitors as possible targets
D) Constitutes the firm's business plan
E) Defines roles and responsibilities of those on the acquisition team
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67
Which of the following are components of a business strategy?

A) Mission/vision
B) Objectives
C) Internal analysis
D) External analysis
E) All of the above
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68
Case Study Short Essay Examination Questions
Adobe's Acquisition of Omniture: Field of Dreams Marketing?
On September 14, 2009, Adobe announced its acquisition of Omniture for $1.8 billion in cash or $21.50 per share. Adobe CEO Shantanu Narayen announced that the firm was pushing into new business at a time when customers were scaling back on purchases of the company's design software. Omniture would give Adobe a steady source of revenue and may mean investors would focus less on Adobe's ability to migrate its customers to product upgrades such as Adobe Creative Suite.
Adobe's business strategy is to develop a new line of software that was compatible with Microsoft applications. As the world's largest developer of design software, Adobe licenses such software as Flash, Acrobat, Photoshop, and Creative Suite to website developers. Revenues grow as a result of increased market penetration and inducing current customers to upgrade to newer versions of the design software.
In recent years, a business model has emerged in which customers can "rent" software applications for a specific time period by directly accessing the vendors' servers online or downloading the software to the customer's site. Moreover, software users have shown a tendency to buy from vendors with multiple product offerings to achieve better product compatibility.
Omniture makes software designed to track the performance of websites and online advertising campaigns. Specifically, its Web analytic software allows its customers to measure the effectiveness of Adobe's content creation software. Advertising agencies and media companies use Omniture's software to analyze how consumers use websites. It competes with Google and other smaller participants. Omniture charges customers fees based on monthly website traffic, so sales are somewhat less sensitive than Adobe's. When the economy slows, Adobe has to rely on squeezing more revenue from existing customers. Omniture benefits from the takeover by gaining access to Adobe customers in different geographic areas and more capital for future product development. With annual revenues of more than $3 billion, Adobe is almost ten times the size of Omniture.
Immediately following the announcement, Adobe's stock fell 5.6 percent to $33.62, after having gained about 67 percent since the beginning of 2009. In contrast, Omniture shares jumped 25 percent to $21.63, slightly above the offer price of $21.50 per share. While Omniture's share price move reflected the significant premium of the offer price over the firm's preannouncement share price, the extent to which investors punished Adobe reflected widespread unease with the transaction.
Investors seem to be questioning the price paid for Omniture, whether the acquisition would actually accelerate and sustain revenue growth, the impact on the future cyclicality of the combined businesses, the ability to effectively integrate the two firms, and the potential profitability of future revenue growth. Each of these factors is considered next.
Adobe paid 18 times projected 2010 earnings before interest, taxes, depreciation, and amortization, a proxy for operating cash flow. Considering that other Web acquisitions were taking place at much lower multiples, investors reasoned that Adobe had little margin for error. If all went according to plan, the firm would earn an appropriate return on its investment. However, the likelihood of any plan being executed flawlessly is problematic.
Adobe anticipates that the acquisition will expand its addressable market and growth potential. Adobe anticipates significant cross-selling opportunities in which Omniture products can be sold to Adobe customers. With its much larger customer base, this could represent a substantial new outlet for Omniture products. The presumption is that by combining the two firms, Adobe will be able to deliver more value to its customers. Adobe plans to merge its programs that create content for websites with Omniture's technology. For designers, developers, and online marketers, Adobe believes that integrated development software will streamline the creation and delivery of relevant content and applications.
The size of the market for such software is difficult to gauge. Not all of Adobe's customers will require the additional functionality that would be offered. Google Analytic Services, offered free of charge, has put significant pressure on Omniture's earnings. However, firms with large advertising budgets are less likely to rely on the viability of free analytic services.
Adobe also is attempting to diversify into less cyclical businesses. However, both Adobe and Omniture are impacted by fluctuations in the volume of retail spending. Less retail spending implies fewer new websites and upgrades to existing websites, which directly impacts Adobe's design software business, and less advertising and retail activity on electronic commerce sites negatively impacts Omniture's revenues. Omniture receives fees based on the volume of activity on a customer's site.
Integrating the Omniture measurement capabilities into Adobe software design products and cross-selling Omniture products into the Adobe customer base require excellent coordination and cooperation between Adobe and Omniture managers and employees. Achieving such cooperation often is a major undertaking, especially when the Omniture shareholders, many of whom were employees, were paid in cash. The use of Adobe stock would have given them additional impetus to achieve these synergies in order to boost the value of their shares.
Achieving cooperation may be slowed by the lack of organizational integration of Omniture into Adobe. Omniture will become a new business unit within Adobe, with Omniture's CEO, Josh James, joining Adobe as a senior vice president of the new business unit. He will report to Narayen. This arrangement may have been made to preserve Omniture's corporate culture.
Adobe is betting that the potential increase in revenues will grow profits of the combined firms despite Omniture's lower margins. Whether the acquisition will contribute to overall profit growth depends on which products contribute to future revenue growth. The lower margins associated with Omniture's products would slow overall profit growth if the future growth in revenue came largely from Omniture's Web analytic products.
Who are Adobe's and Omniture's customers and what are their needs?
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69
Examples of corporate level strategies include which of the following:

A) Growth
B) Diversification
C) Operational
D) Financial
E) All of the above
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70
Case Study Short Essay Examination Questions
Adobe's Acquisition of Omniture: Field of Dreams Marketing?
On September 14, 2009, Adobe announced its acquisition of Omniture for $1.8 billion in cash or $21.50 per share. Adobe CEO Shantanu Narayen announced that the firm was pushing into new business at a time when customers were scaling back on purchases of the company's design software. Omniture would give Adobe a steady source of revenue and may mean investors would focus less on Adobe's ability to migrate its customers to product upgrades such as Adobe Creative Suite.
Adobe's business strategy is to develop a new line of software that was compatible with Microsoft applications. As the world's largest developer of design software, Adobe licenses such software as Flash, Acrobat, Photoshop, and Creative Suite to website developers. Revenues grow as a result of increased market penetration and inducing current customers to upgrade to newer versions of the design software.
In recent years, a business model has emerged in which customers can "rent" software applications for a specific time period by directly accessing the vendors' servers online or downloading the software to the customer's site. Moreover, software users have shown a tendency to buy from vendors with multiple product offerings to achieve better product compatibility.
Omniture makes software designed to track the performance of websites and online advertising campaigns. Specifically, its Web analytic software allows its customers to measure the effectiveness of Adobe's content creation software. Advertising agencies and media companies use Omniture's software to analyze how consumers use websites. It competes with Google and other smaller participants. Omniture charges customers fees based on monthly website traffic, so sales are somewhat less sensitive than Adobe's. When the economy slows, Adobe has to rely on squeezing more revenue from existing customers. Omniture benefits from the takeover by gaining access to Adobe customers in different geographic areas and more capital for future product development. With annual revenues of more than $3 billion, Adobe is almost ten times the size of Omniture.
Immediately following the announcement, Adobe's stock fell 5.6 percent to $33.62, after having gained about 67 percent since the beginning of 2009. In contrast, Omniture shares jumped 25 percent to $21.63, slightly above the offer price of $21.50 per share. While Omniture's share price move reflected the significant premium of the offer price over the firm's preannouncement share price, the extent to which investors punished Adobe reflected widespread unease with the transaction.
Investors seem to be questioning the price paid for Omniture, whether the acquisition would actually accelerate and sustain revenue growth, the impact on the future cyclicality of the combined businesses, the ability to effectively integrate the two firms, and the potential profitability of future revenue growth. Each of these factors is considered next.
Adobe paid 18 times projected 2010 earnings before interest, taxes, depreciation, and amortization, a proxy for operating cash flow. Considering that other Web acquisitions were taking place at much lower multiples, investors reasoned that Adobe had little margin for error. If all went according to plan, the firm would earn an appropriate return on its investment. However, the likelihood of any plan being executed flawlessly is problematic.
Adobe anticipates that the acquisition will expand its addressable market and growth potential. Adobe anticipates significant cross-selling opportunities in which Omniture products can be sold to Adobe customers. With its much larger customer base, this could represent a substantial new outlet for Omniture products. The presumption is that by combining the two firms, Adobe will be able to deliver more value to its customers. Adobe plans to merge its programs that create content for websites with Omniture's technology. For designers, developers, and online marketers, Adobe believes that integrated development software will streamline the creation and delivery of relevant content and applications.
The size of the market for such software is difficult to gauge. Not all of Adobe's customers will require the additional functionality that would be offered. Google Analytic Services, offered free of charge, has put significant pressure on Omniture's earnings. However, firms with large advertising budgets are less likely to rely on the viability of free analytic services.
Adobe also is attempting to diversify into less cyclical businesses. However, both Adobe and Omniture are impacted by fluctuations in the volume of retail spending. Less retail spending implies fewer new websites and upgrades to existing websites, which directly impacts Adobe's design software business, and less advertising and retail activity on electronic commerce sites negatively impacts Omniture's revenues. Omniture receives fees based on the volume of activity on a customer's site.
Integrating the Omniture measurement capabilities into Adobe software design products and cross-selling Omniture products into the Adobe customer base require excellent coordination and cooperation between Adobe and Omniture managers and employees. Achieving such cooperation often is a major undertaking, especially when the Omniture shareholders, many of whom were employees, were paid in cash. The use of Adobe stock would have given them additional impetus to achieve these synergies in order to boost the value of their shares.
Achieving cooperation may be slowed by the lack of organizational integration of Omniture into Adobe. Omniture will become a new business unit within Adobe, with Omniture's CEO, Josh James, joining Adobe as a senior vice president of the new business unit. He will report to Narayen. This arrangement may have been made to preserve Omniture's corporate culture.
Adobe is betting that the potential increase in revenues will grow profits of the combined firms despite Omniture's lower margins. Whether the acquisition will contribute to overall profit growth depends on which products contribute to future revenue growth. The lower margins associated with Omniture's products would slow overall profit growth if the future growth in revenue came largely from Omniture's Web analytic products.
What factors internal to Adobe and Omniture seem to be driving the transaction? Be specific.
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71
Which of the following are not components of the negotiation phase of the acquisition process?

A) Refining valuation
B) Identifying potential target firms
C) Conducting due diligence
D) Structuring the deal
E) Developing the financing plan
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72
Case Study Short Essay Examination Questions
CenturyTel Buys Qwest Communications to Cut Costs and Buy Time as the Landline Market Shrinks
Key Points:
• Market segmentation can be used to identify "underserved" segments which may sustain firms whose competitive position in larger markets is weak.
• A firm's competitive relative is best viewed in comparison to those firms competing in its served market rather than with industry leading firms.
____________________________________________________________________________________________
In what could best be described as a defensive acquisition, CenturyTel, the fifth largest local phone company in the United States, acquired Qwest Communications, the country's third largest, in mid-2010 in a stock swap valued at $10.6 billion. While both firms are dwarfed in size by AT&T and Verizon, these second-tier telecommunications firms will control a larger share of the shrinking landline market.
The combined firms will have about 17 million phone lines serving customers in 37 states. This compares to AT&T and Verizon with about 46 and 32 million landline customers, respectively. The deal would enable the firms to reduce expenses in the wake of the annual 10 percent decline in landline usage as people switch from landlines to wireless and cable connections. Expected annual cost savings total $575 million; additional revenue could come from upgrading Qwest's landlines to handle DSL Internet.
In 2010, about one-fourth of U.S. homes used only cell phones, and cable behemoth Comcast, with 7.6 million residential and business phone subscribers, ranked as the nation's fourth largest landline provider. CenturyTel has no intention of moving into the wireless and cable markets, which are maturing rapidly and are highly competitive.
While neither Qwest nor CenturyTel owns wireless networks and therefore cannot offset the decline in landline customers as AT&T and Verizon are attempting to do, the combined firms are expected to thrive in rural areas where they have extensive coverage. In such geographic areas, broadband cable Internet access and fiber-optics data transmission line coverage are is limited. The lack of fast cable and fiber-optics transmission makes voice over Internet protocol (VOIP)-Internet phone service offered by cable companies and independent firms such as Vonage-unavailable. Consequently, customers are forced to use landlines if they want a home phone. Furthermore, customers in these areas must use landlines to gain access to the Internet through dial-up access or through a digital subscriber line (DSL).
Discussion Questions
1. How would you describe CenturyTel's business strategy? Be specific.
2. Describe the key factors both external and internal to the firm that you believe are driving this strategy.
3. Why might the acquisition of Qwest be described as defensive?
Case Study Short Essay Examination Questions
Oracle Continues Its Efforts to Consolidate the Software Industry
Oracle CEO Larry Ellison continued his effort to implement his software industry strategy when he announced the acquisition of Siebel Systems Inc. for $5.85 billion in stock and cash on September 13, 2005. The global software industry includes hundreds of firms. During the first nine months of 2005, Oracle had closed seven acquisitions, including its recently completed $10.6 billion hostile takeover of PeopleSoft. In each case, Oracle realized substantial cost savings by terminating duplicate employees and related overhead expenses. The Siebel acquisition accelerates the drive by Oracle to overtake SAP as the world's largest maker of business applications software, which automates a wide range of administrative tasks. The consolidation strategy seeks to add the existing business of a competitor, while broadening the customer base for Oracle's existing product offering.
Siebel, founded by Ellison's one-time protégé turned bitter rival, Tom Siebel, gained prominence in Silicon Valley in the late 1990s as a leader in customer relationship management (CRM) software. CRM software helps firms track sales, customer service, and marketing functions. Siebel's dominance of this market has since eroded amidst complaints that the software was complicated and expensive to install. Moreover, Siebel ignored customer requests to deliver the software via the Internet. Also, aggressive rivals, like SAP and online upstart Salesforce.com have cut into Siebel's business in recent years with simpler offerings. Siebel's annual revenue had plunged from about $2.1 billion in 2001 to $1.3 billion in 2004.
In the past, Mr. Ellison attempted to hasten Siebel's demise, declaring in 2003 that Siebel would vanish and putting pressure on the smaller company by revealing he had held takeover talks with the firm's CEO, Thomas Siebel. Ellison's public announcement of these talks heightened the personal enmity between the two CEOs, making Siebel an unwilling seller.
Oracle's intensifying focus on business applications software largely reflects the slowing growth of its database product line, which accounts for more than three fourths of the company's sales.
Siebel's technology and deep customer relationships give Oracle a competitive software bundle that includes a database, middleware (i.e., software that helps a variety of applications work together as if they were a single system), and high-quality customer relationship management software. The acquisition also deprives Oracle competitors, such as IBM, of customers for their services business.
Customers, who once bought the so-called best-of-breed products, now seek a single supplier to provide programs that work well together. Oracle pledged to deliver an integrated suite of applications by 2007. What brought Oracle and Siebel together in the past was a shift in market dynamics. The customer and the partner community is communicating quite clearly that they are looking for an integrated set of products.
Germany's SAP, Oracle's major competitor in the business applications software market, played down the impact of the merger, saying they had no reason to react and described any deals SAP is likely to make as "targeted, fill-in acquisitions." For IBM, the Siebel deal raised concerns about the computer giant's partners falling under the control of a competitor. IBM and Oracle compete fiercely in the database software market. Siebel has worked closely with IBM, as did PeopleSoft and J.D. Edwards, which had been purchased by PeopleSoft shortly before its acquisition by Oracle. Retek, another major partner of IBM, had also been recently acquired by Oracle. IBM had declared its strategy to be a key partner to thousands of software vendors and that it would continue to provide customers with IBM hardware, middleware, and other applications.
How would you describe CenturyTel's business strategy? Be specific.
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73
Which of the following are common objectives of an external analysis?

A) Determining where to compete
B) Determining how to compete
C) Identifying core competencies
D) A & B only
E) A, B, & C
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74
Case Study Short Essay Examination Questions
Adobe's Acquisition of Omniture: Field of Dreams Marketing?
On September 14, 2009, Adobe announced its acquisition of Omniture for $1.8 billion in cash or $21.50 per share. Adobe CEO Shantanu Narayen announced that the firm was pushing into new business at a time when customers were scaling back on purchases of the company's design software. Omniture would give Adobe a steady source of revenue and may mean investors would focus less on Adobe's ability to migrate its customers to product upgrades such as Adobe Creative Suite.
Adobe's business strategy is to develop a new line of software that was compatible with Microsoft applications. As the world's largest developer of design software, Adobe licenses such software as Flash, Acrobat, Photoshop, and Creative Suite to website developers. Revenues grow as a result of increased market penetration and inducing current customers to upgrade to newer versions of the design software.
In recent years, a business model has emerged in which customers can "rent" software applications for a specific time period by directly accessing the vendors' servers online or downloading the software to the customer's site. Moreover, software users have shown a tendency to buy from vendors with multiple product offerings to achieve better product compatibility.
Omniture makes software designed to track the performance of websites and online advertising campaigns. Specifically, its Web analytic software allows its customers to measure the effectiveness of Adobe's content creation software. Advertising agencies and media companies use Omniture's software to analyze how consumers use websites. It competes with Google and other smaller participants. Omniture charges customers fees based on monthly website traffic, so sales are somewhat less sensitive than Adobe's. When the economy slows, Adobe has to rely on squeezing more revenue from existing customers. Omniture benefits from the takeover by gaining access to Adobe customers in different geographic areas and more capital for future product development. With annual revenues of more than $3 billion, Adobe is almost ten times the size of Omniture.
Immediately following the announcement, Adobe's stock fell 5.6 percent to $33.62, after having gained about 67 percent since the beginning of 2009. In contrast, Omniture shares jumped 25 percent to $21.63, slightly above the offer price of $21.50 per share. While Omniture's share price move reflected the significant premium of the offer price over the firm's preannouncement share price, the extent to which investors punished Adobe reflected widespread unease with the transaction.
Investors seem to be questioning the price paid for Omniture, whether the acquisition would actually accelerate and sustain revenue growth, the impact on the future cyclicality of the combined businesses, the ability to effectively integrate the two firms, and the potential profitability of future revenue growth. Each of these factors is considered next.
Adobe paid 18 times projected 2010 earnings before interest, taxes, depreciation, and amortization, a proxy for operating cash flow. Considering that other Web acquisitions were taking place at much lower multiples, investors reasoned that Adobe had little margin for error. If all went according to plan, the firm would earn an appropriate return on its investment. However, the likelihood of any plan being executed flawlessly is problematic.
Adobe anticipates that the acquisition will expand its addressable market and growth potential. Adobe anticipates significant cross-selling opportunities in which Omniture products can be sold to Adobe customers. With its much larger customer base, this could represent a substantial new outlet for Omniture products. The presumption is that by combining the two firms, Adobe will be able to deliver more value to its customers. Adobe plans to merge its programs that create content for websites with Omniture's technology. For designers, developers, and online marketers, Adobe believes that integrated development software will streamline the creation and delivery of relevant content and applications.
The size of the market for such software is difficult to gauge. Not all of Adobe's customers will require the additional functionality that would be offered. Google Analytic Services, offered free of charge, has put significant pressure on Omniture's earnings. However, firms with large advertising budgets are less likely to rely on the viability of free analytic services.
Adobe also is attempting to diversify into less cyclical businesses. However, both Adobe and Omniture are impacted by fluctuations in the volume of retail spending. Less retail spending implies fewer new websites and upgrades to existing websites, which directly impacts Adobe's design software business, and less advertising and retail activity on electronic commerce sites negatively impacts Omniture's revenues. Omniture receives fees based on the volume of activity on a customer's site.
Integrating the Omniture measurement capabilities into Adobe software design products and cross-selling Omniture products into the Adobe customer base require excellent coordination and cooperation between Adobe and Omniture managers and employees. Achieving such cooperation often is a major undertaking, especially when the Omniture shareholders, many of whom were employees, were paid in cash. The use of Adobe stock would have given them additional impetus to achieve these synergies in order to boost the value of their shares.
Achieving cooperation may be slowed by the lack of organizational integration of Omniture into Adobe. Omniture will become a new business unit within Adobe, with Omniture's CEO, Josh James, joining Adobe as a senior vice president of the new business unit. He will report to Narayen. This arrangement may have been made to preserve Omniture's corporate culture.
Adobe is betting that the potential increase in revenues will grow profits of the combined firms despite Omniture's lower margins. Whether the acquisition will contribute to overall profit growth depends on which products contribute to future revenue growth. The lower margins associated with Omniture's products would slow overall profit growth if the future growth in revenue came largely from Omniture's Web analytic products.
Do you believe the transaction can be justified based on your understanding of the strengths and weaknesses of the two firms and perceived opportunities and threats to the two firms in the marketplace? Be specific.
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75
All of the following are true about experience curves except for

A) Applicable primarily to differentiation strategies
B) Applicable primarily to cost leadership strategies
C) Reflect declining average unit costs due to increasing accumulated production levels
D) Reflect both economies of scale and the introduction of more efficient production methods as output increases
E) Often found in commodity-type industries
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76
Case Study Short Essay Examination Questions
Adobe's Acquisition of Omniture: Field of Dreams Marketing?
On September 14, 2009, Adobe announced its acquisition of Omniture for $1.8 billion in cash or $21.50 per share. Adobe CEO Shantanu Narayen announced that the firm was pushing into new business at a time when customers were scaling back on purchases of the company's design software. Omniture would give Adobe a steady source of revenue and may mean investors would focus less on Adobe's ability to migrate its customers to product upgrades such as Adobe Creative Suite.
Adobe's business strategy is to develop a new line of software that was compatible with Microsoft applications. As the world's largest developer of design software, Adobe licenses such software as Flash, Acrobat, Photoshop, and Creative Suite to website developers. Revenues grow as a result of increased market penetration and inducing current customers to upgrade to newer versions of the design software.
In recent years, a business model has emerged in which customers can "rent" software applications for a specific time period by directly accessing the vendors' servers online or downloading the software to the customer's site. Moreover, software users have shown a tendency to buy from vendors with multiple product offerings to achieve better product compatibility.
Omniture makes software designed to track the performance of websites and online advertising campaigns. Specifically, its Web analytic software allows its customers to measure the effectiveness of Adobe's content creation software. Advertising agencies and media companies use Omniture's software to analyze how consumers use websites. It competes with Google and other smaller participants. Omniture charges customers fees based on monthly website traffic, so sales are somewhat less sensitive than Adobe's. When the economy slows, Adobe has to rely on squeezing more revenue from existing customers. Omniture benefits from the takeover by gaining access to Adobe customers in different geographic areas and more capital for future product development. With annual revenues of more than $3 billion, Adobe is almost ten times the size of Omniture.
Immediately following the announcement, Adobe's stock fell 5.6 percent to $33.62, after having gained about 67 percent since the beginning of 2009. In contrast, Omniture shares jumped 25 percent to $21.63, slightly above the offer price of $21.50 per share. While Omniture's share price move reflected the significant premium of the offer price over the firm's preannouncement share price, the extent to which investors punished Adobe reflected widespread unease with the transaction.
Investors seem to be questioning the price paid for Omniture, whether the acquisition would actually accelerate and sustain revenue growth, the impact on the future cyclicality of the combined businesses, the ability to effectively integrate the two firms, and the potential profitability of future revenue growth. Each of these factors is considered next.
Adobe paid 18 times projected 2010 earnings before interest, taxes, depreciation, and amortization, a proxy for operating cash flow. Considering that other Web acquisitions were taking place at much lower multiples, investors reasoned that Adobe had little margin for error. If all went according to plan, the firm would earn an appropriate return on its investment. However, the likelihood of any plan being executed flawlessly is problematic.
Adobe anticipates that the acquisition will expand its addressable market and growth potential. Adobe anticipates significant cross-selling opportunities in which Omniture products can be sold to Adobe customers. With its much larger customer base, this could represent a substantial new outlet for Omniture products. The presumption is that by combining the two firms, Adobe will be able to deliver more value to its customers. Adobe plans to merge its programs that create content for websites with Omniture's technology. For designers, developers, and online marketers, Adobe believes that integrated development software will streamline the creation and delivery of relevant content and applications.
The size of the market for such software is difficult to gauge. Not all of Adobe's customers will require the additional functionality that would be offered. Google Analytic Services, offered free of charge, has put significant pressure on Omniture's earnings. However, firms with large advertising budgets are less likely to rely on the viability of free analytic services.
Adobe also is attempting to diversify into less cyclical businesses. However, both Adobe and Omniture are impacted by fluctuations in the volume of retail spending. Less retail spending implies fewer new websites and upgrades to existing websites, which directly impacts Adobe's design software business, and less advertising and retail activity on electronic commerce sites negatively impacts Omniture's revenues. Omniture receives fees based on the volume of activity on a customer's site.
Integrating the Omniture measurement capabilities into Adobe software design products and cross-selling Omniture products into the Adobe customer base require excellent coordination and cooperation between Adobe and Omniture managers and employees. Achieving such cooperation often is a major undertaking, especially when the Omniture shareholders, many of whom were employees, were paid in cash. The use of Adobe stock would have given them additional impetus to achieve these synergies in order to boost the value of their shares.
Achieving cooperation may be slowed by the lack of organizational integration of Omniture into Adobe. Omniture will become a new business unit within Adobe, with Omniture's CEO, Josh James, joining Adobe as a senior vice president of the new business unit. He will report to Narayen. This arrangement may have been made to preserve Omniture's corporate culture.
Adobe is betting that the potential increase in revenues will grow profits of the combined firms despite Omniture's lower margins. Whether the acquisition will contribute to overall profit growth depends on which products contribute to future revenue growth. The lower margins associated with Omniture's products would slow overall profit growth if the future growth in revenue came largely from Omniture's Web analytic products.
What factors external to Adobe and Omniture seem to be driving the transaction? Be specific.
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77
Case Study Short Essay Examination Questions
Adobe's Acquisition of Omniture: Field of Dreams Marketing?
On September 14, 2009, Adobe announced its acquisition of Omniture for $1.8 billion in cash or $21.50 per share. Adobe CEO Shantanu Narayen announced that the firm was pushing into new business at a time when customers were scaling back on purchases of the company's design software. Omniture would give Adobe a steady source of revenue and may mean investors would focus less on Adobe's ability to migrate its customers to product upgrades such as Adobe Creative Suite.
Adobe's business strategy is to develop a new line of software that was compatible with Microsoft applications. As the world's largest developer of design software, Adobe licenses such software as Flash, Acrobat, Photoshop, and Creative Suite to website developers. Revenues grow as a result of increased market penetration and inducing current customers to upgrade to newer versions of the design software.
In recent years, a business model has emerged in which customers can "rent" software applications for a specific time period by directly accessing the vendors' servers online or downloading the software to the customer's site. Moreover, software users have shown a tendency to buy from vendors with multiple product offerings to achieve better product compatibility.
Omniture makes software designed to track the performance of websites and online advertising campaigns. Specifically, its Web analytic software allows its customers to measure the effectiveness of Adobe's content creation software. Advertising agencies and media companies use Omniture's software to analyze how consumers use websites. It competes with Google and other smaller participants. Omniture charges customers fees based on monthly website traffic, so sales are somewhat less sensitive than Adobe's. When the economy slows, Adobe has to rely on squeezing more revenue from existing customers. Omniture benefits from the takeover by gaining access to Adobe customers in different geographic areas and more capital for future product development. With annual revenues of more than $3 billion, Adobe is almost ten times the size of Omniture.
Immediately following the announcement, Adobe's stock fell 5.6 percent to $33.62, after having gained about 67 percent since the beginning of 2009. In contrast, Omniture shares jumped 25 percent to $21.63, slightly above the offer price of $21.50 per share. While Omniture's share price move reflected the significant premium of the offer price over the firm's preannouncement share price, the extent to which investors punished Adobe reflected widespread unease with the transaction.
Investors seem to be questioning the price paid for Omniture, whether the acquisition would actually accelerate and sustain revenue growth, the impact on the future cyclicality of the combined businesses, the ability to effectively integrate the two firms, and the potential profitability of future revenue growth. Each of these factors is considered next.
Adobe paid 18 times projected 2010 earnings before interest, taxes, depreciation, and amortization, a proxy for operating cash flow. Considering that other Web acquisitions were taking place at much lower multiples, investors reasoned that Adobe had little margin for error. If all went according to plan, the firm would earn an appropriate return on its investment. However, the likelihood of any plan being executed flawlessly is problematic.
Adobe anticipates that the acquisition will expand its addressable market and growth potential. Adobe anticipates significant cross-selling opportunities in which Omniture products can be sold to Adobe customers. With its much larger customer base, this could represent a substantial new outlet for Omniture products. The presumption is that by combining the two firms, Adobe will be able to deliver more value to its customers. Adobe plans to merge its programs that create content for websites with Omniture's technology. For designers, developers, and online marketers, Adobe believes that integrated development software will streamline the creation and delivery of relevant content and applications.
The size of the market for such software is difficult to gauge. Not all of Adobe's customers will require the additional functionality that would be offered. Google Analytic Services, offered free of charge, has put significant pressure on Omniture's earnings. However, firms with large advertising budgets are less likely to rely on the viability of free analytic services.
Adobe also is attempting to diversify into less cyclical businesses. However, both Adobe and Omniture are impacted by fluctuations in the volume of retail spending. Less retail spending implies fewer new websites and upgrades to existing websites, which directly impacts Adobe's design software business, and less advertising and retail activity on electronic commerce sites negatively impacts Omniture's revenues. Omniture receives fees based on the volume of activity on a customer's site.
Integrating the Omniture measurement capabilities into Adobe software design products and cross-selling Omniture products into the Adobe customer base require excellent coordination and cooperation between Adobe and Omniture managers and employees. Achieving such cooperation often is a major undertaking, especially when the Omniture shareholders, many of whom were employees, were paid in cash. The use of Adobe stock would have given them additional impetus to achieve these synergies in order to boost the value of their shares.
Achieving cooperation may be slowed by the lack of organizational integration of Omniture into Adobe. Omniture will become a new business unit within Adobe, with Omniture's CEO, Josh James, joining Adobe as a senior vice president of the new business unit. He will report to Narayen. This arrangement may have been made to preserve Omniture's corporate culture.
Adobe is betting that the potential increase in revenues will grow profits of the combined firms despite Omniture's lower margins. Whether the acquisition will contribute to overall profit growth depends on which products contribute to future revenue growth. The lower margins associated with Omniture's products would slow overall profit growth if the future growth in revenue came largely from Omniture's Web analytic products.
How would the combined firms be able to better satisfy these needs than the competition?
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78
Which of the following are components of an acquisition plan?

A) Timetable
B) Resource/capability evaluation
C) Management preferences
D) Objectives
E) All of the above
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79
All of the following represent generic business strategies except for

A) Cost leadership
B) Differentiation
C) Focus
D) Market segmentation
E) A and D
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80
Which of the following phases of the acquisition process contains a "feedback" loop?

A) Negotiation phase
B) Search phase
C) Integration phase
D) Post-closing evaluation phase
E) Closing
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