COURSE NUMBER: EWMBA 237-1

COURSE TITLE: Turnarounds: Effective Leadership in Crisis

UNITS OF CREDIT: 2 Units

INSTRUCTOR: Peter Goodson

E-MAIL ADDRESS: petergoodson@good-assoc.com  

CLASS WEB PAGE LOCATION (HTTP URL): TBD

MEETING DAY(S)/TIME: This is a block week course that meets 9AM-5PM from Monday, July 17- Friday, July 21.

PREREQUISITE(S): None

CLASS FORMAT: Cases, guest speakers

REQUIRED READINGS: Course Reader and Textbook

ANNOUNCEMENTS

ABSTRACT OF COURSE'S CONTENT AND OBJECTIVES: 

This one week course is designed to introduce the student to the real world of operational and strategic turnarounds of troubled and underperforming businesses. We focus on the leadership practices that work in repairing flawed enterprises or fixing corporate investments that have gone off course. Our scope of distress will range from rescuing businesses in the grasp of a death spiral to breathing fresh air into sound, but underperforming, enterprises in order to create value. This course features the case method requiring you to fully engage and lead your classmates to find shared solutions. In almost all of our 16 cases your teacher was the change agent challenged with creating a new direction.

Turnaround” is an often obfuscated term. This course is focused on developing the operational and leadership mindset, not the financial engineering or the legal perspective of either bankruptcy or the “negotiated” restructuring ordeal. We plan one class session discussing the restructuring and the legal process, followed by a case on the same topic. There has been a significant shift in workout practices due to the securitization of corporate loans, wherein the loan originators no longer own many of the distressed loans. As a result, the workout process has become increasingly dominated by workout representatives, vulture funds and lawyers (lots of lawyers), rather than operating managers, boards or existing equity holders. We have one quantitative day with a turnaround trainer to both develop your skills, in order to generate cash from underwater businesses, and to learn how to more effectively lead companies that are in trouble or are underperforming; the majority of our time being spent on the latter.

We will be linking together the functional disciplines of your core curriculum. What is different about this topic is the triage nature of these very desperate situations where the businesses are either rescued or end up dead. The leadership skill set in turning lemons into lemonade is unique; very unique! It is a very different world than in the setting surrounding business as usual management practices followed by healthy companies or even startups. The situations we will study span from companies that are facing extinction, to businesses that are stable but vastly underperforming in terms of shareholder value. We will engage you with large underperforming companies, smaller more entrepreneurial businesses in trouble, private equity acquisitions under pressure, as well as family owned and not for profit situations where key business operations were seriously threatened.

Below are the themes that we will be identifying throughout the course:

1. Early Warning Signs: recognizing the root symptoms of trouble before disaster
2. Diagnostics and Stakeholder Alignment: discovering the underlying problems, creating an investment thesis, comparing value creation with liquidation and building a case for change
3. Rescue Plan and Crisis Stabilization: the plan and critical first steps to stop the bleeding while achieving owner and/or lender alignment on a new operating charter to save a dying enterprise or improve an underperforming company
4. Leadership: taking charge, stabilizing crisis, restoring order and then building value
5. Management Buy In: culture adjustment and natural selection through getting keepers on board and disposing of non-contributors
6. Operational Improvements: initiatives to capture value through increasing revenue, improving margins and reducing structured costs
7. Strategic Transformation: once stabilized, creating a new opportunity to maximize value in new directions with a new scorecard
8. Bankruptcy and Workouts: a look at court supervised reorganizations

BIOGRAPHICAL SKETCH: 

Peter Goodson is a pioneer in the private equity discipline as an early stage partner at Clayton, Dubilier & Rice. One of the first management buyout firms founded in 1978, the firm has purchased and transformed performance at over 70 large companies worth more than $100 billion through which CD&R assisted managements in enhancing value or replaced management to run the businesses themselves are prominent examples such as Lexmark (the former IBM Information Products business), the Uniroyal-Goodrich Tire Company and Hertz Rental Car. To highlight leadership capability, Operating executives at  the firm today include Jack Welch the former CEO of GE and Sir Terry Leahy former CEO of Tesco.

Before joining Clayton, Dubilier & Rice, Professor Goodson was a Manager Director at Kidder Peabody & Co., where he founded the M&A Group at the age of 27. He personally participated in over 800 corporate assignments. Mr. Goodson was chosen by his partners to negotiate the $600 million sale of Kidder to General Electric, which he did, setting a record for the highest relative price paid for an investment bank on record.

Professor Goodson has taught as Haas for the last eight years. He has also taught or lectured at Harvard, Wharton, Kellogg, Tuck, Stanford, NYU Stern, and Columbia. He was awarded the Earl F. Cheit Outstanding Teaching award by the students of Haas School of Business for several years running. He was also elected a fellow of Dartmouth’s Tuck Center for Private Equity and Entrepreneurship and holds the position of Distinguished Fellow at INSEAD in its Global Private Equity Initiative and the Emerging Market Institute also sponsored by the Singaporean Government.