T. Rowe Price's mutual funds, separate accounts, institutional investors and retirement accounts were in the aggregate Dell Inc.'s third largest shareholder in 2013 when Dell announced a management-led buy-out, or MBO, structured as a merger. In considering whether to vote for or oppose the transaction, Brian C. Rogers, chairman and chief investment officer at T. Rowe, and his team had to consider whether the price offered represented the fair value of Dell. In addition, if Rogers concluded the merger price did not represent fair value, should T. Rowe simply sell its shares, or was it is the best interests of T. Rowe's fund and other investors to oppose the deal risking its possible collapse? And if T. Rowe opposed the transaction but it was nevertheless approved, should T. Rowe pursue appraisal of its shares in the Delaware courts?

Supplement to case 317088. After deciding to oppose the Dell MBO, T. Rowe Price together with other dissident Dell shareholders sought appraisal of their shares in the Delaware courts. The appraisal process resulted in a significant increase in the price to be paid to dissenting shareholders for their Dell shares. T. Rowe Price discovered, however, that a voting glitch had resulted in T. Rowe's shares being voted in favor of the transaction thus potentially disqualifying it from obtaining the increased value resulting from the appraisal. What obligations did T. Rowe have to its fund and other investors and should it do?

This case explores a complex swap transaction implemented by Metro do Porto in 2007. It represents an opportunity to study fixed income derivative instruments, such as plain-vanilla swaps and structured swaps, as well as understand the opportunities and challenges of using innovative financial instruments. The public sector setting allows to discuss the political economy implications of such transactions.

Technos was the market leader in the Brazilian watch market. Its CEO had made a firm commitment of evolving the company's marketing and commercial practices by focusing less on pushing product to retail clients and more on branding to end consumers to pull watches from retailers. In 2016, the company was about to re-launch its master brand's website. But the more time passed, the greater were the discrepancies between what the marketing, commercial (sales) and retail divisions of the company envisioned as an ideal ecommerce-enabled Technos website. What should be the fundamental role(s) of our master brand's website?

The rate of cyber breaches at organizations in Canada is relatively low. Yet this has created a false sense of security, leading to delayed discovery and response along with other serious consequences for companies. In Canada, the average organization faces 96 targeted attacks each year, a third of which result in a security breach. And yet most Canadian companies do not have effective technology to monitor for cyberattacks. Companies also tend to focus on risks and outcomes that have not kept pace with threats. Despite hacker success, Canadian organizations are confident that they are managing cybersecurity correctly. There is still too much emphasis on compliance and passing audits conducted within the business. The following steps can help organizations deal with the high-impact cyber threats they face: 1) define cybersecurity success; 2) pressure-test security capabilities the way adversaries do; 3) protect from the inside out (e.g., limit internal access to key information); 4) make security everyone’s job; 5) lead from the top; 6) build on past lessons; and 7) invest to innovate and outmaneuver. As their digital security strategies mature and new solutions emerge, Canadian organizations that tie cybersecurity efforts to real business needs will gain a more justifiable confidence in their ability to deal with cyber threats.

Despite reviews being a widespread practice, business units still fall short of their goals. A number of organizations use the Balanced Scorecard (BSC) method, although opinions vary on its efficacy. The review process in most organizations suffers from being unfocused and uncandid and using tools for review that are not structurally defined. Reviews must primarily track and assess the relevance of a destination, the direction of progress toward the destination, and the momentum needed to reach the destination before someone else gets there. Reviews should be asking questions on an ongoing basis: What is working and what is not? What needs to be escalated, how, and by whom if intended outcomes are not manifesting? What dependencies are impeding or facilitating the outcomes needed to achieve the goals? Strong strategic reviews are those where leaders and managers have focused on five objectives: 1) assess the manager’s understanding of the measures used to evaluate progress toward a goal; 2) evaluate the manager’s acumen; 3) judge the manager’s ability to navigate market uncertainties, understand customers’ needs, and make decisions; 4) scrutinize the operational plan and the events the team must successfully manage to move toward the goal; and 5) consider the manager’s ability to utilize resources amid unforeseen contingencies.

In this Ivey Business Journal interview, the digital information technology pioneer Tom Jenkins talks to Ivey Business School Professor Gerard Seijts about profound public policy challenges being created by the digital revolution and what Canada can do to overcome them. Despite real concerns about Canadian productivity and the ability of its largest corporations to remain competitive, Canada is doing well in the digital race. But it is not thinking enough about the implications of the Fourth Industrial Revolution and has not sufficiently discussed the public policy challenges presented by an “always on” world that will continue to evolve rapidly. Significant change is coming and we need to consider it in terms of major public policy issues: productivity and innovation, infrastructure, information and security, governance and machines, talent, and education. Many professions may be eliminated within a decade because the big data analytics trend reduces the need for humans to perform deductive reasoning. The sharing economy along with autonomous vehicles could dramatically reduce our need for infrastructure investment. To support business development in the future, we must realize that digital enterprises will require “digital roads” and better Internet infrastructure. Sectors like transportation and financial services are being transformed by computer scientists, and future breakthroughs in other areas such as healthcare and education are probably also going to be driven by computer scientists.

If your company can be counted among the many that have adopted the language of “internal and external customers” as a way to improve service quality delivery, you may be doing harm to your organization. Far too many organizations promote a popular misconception: that co-workers, other business units, company task forces, branch offices, and company-owned sales and distribution channels are “internal customers.” It is indeed important to treat employees well if you want them to treat customers well, and it is generally agreed that when employees are treated with respect, they put forth more effort and get more job satisfaction. However, employees who are told that they and their fellow employees are the company’s customers—and are rewarded for satisfying co-workers’ expectations as their first priority—will assess their own efficacy by how efficient they are at serving other employees. Service to the bureaucracy becomes the benchmark of excellence. The idea of the internal customer is popular because it is easy to embrace. By comparison, the needs and wants of “external customers” and the paths to creating value for them are abstract, elusive, and difficult to quantify and satisfy. A better approach to guide employees is to adopt the adage “If you are not serving a customer directly, you’d better be serving someone who is.” Never lose sight that unless customers are more satisfied with your offering than with the alternative, they won’t be your customers for long, no matter how satisfied your employees are with the service they provide and receive from each other. Customers, not employees, decide the fate of businesses.

We live in a world of digital disruption, hyper-personalization, just-in-time marketing, and artificial intelligence. To lead in today’s environment and meet the needs of today’s consumers, businesses must take advantage of the new tools that are available. Business leaders must empower their chief marketing officers (CMOs) to take control of their firms’ disruptive growth agendas. Failing to do so risks losing customers to a new wave of disruptive competitors. In order to take control of the disruptive growth agenda, CMOs must pivot and become more data-driven to better understand their customers. If they don’t, they will lose the opportunity to change consumer behaviours and will risk being forgotten. CMOs who want to reach their potential can try three approaches: 1) align with IT; 2) leverage intelligent automation and integrate analytics capabilities; and 3) understand the complexity of the change involved. Canadian CMOs are well positioned to take control of the disruptive growth agenda and generate new value for businesses. But that positioning is futile if they do not align with the CEO—and other business functions—to effect change.

By any measure, Chipotle Mexican Grill was a success story in the restaurant business. It grew from one location in 1993 to over 2,000 locations by 2016 and essentially created the fast casual dining category. Its stock appreciated more than 1,000% in the ten years following its 2006 IPO. However, after more than 20 years without a major reported food safety incident, Chipotle was revealed as the source of multiple outbreaks of illness from norovirus, salmonella, and E. coli that sickened nearly 600 people in 13 states in 2015. The company closed stores, spent several months under investigation by the U.S. Centers for Disease Control and Prevention (CDC) and other health organizations, and faced a criminal investigation in connection with the incidents. After a much-publicized closing of all of its stores on February 8, 2016, and numerous changes to its food sourcing and preparation practices, Chipotle tried to win back customers with dramatically increased advertising and free food promotions. However, on April 26, the chain announced its first-ever quarterly loss as a public company. Same-store sales for the first quarter were 29.7% lower than in the previous year. Operating margins fell from 27.5% to 6.8% over the same period, and the company's share price was down 41% from its summer 2015 high.

DesiFirangi.com was an online women's apparel retailer in India. Started in November 2014, DesiFirangi catered to the fashion needs of modern Indian women with international style. Within the short span of its operations, the company had established itself as a niche electronic retailer of lingerie, nightwear, and clubwear. However, the online apparel market in India was highly crowded, and the fledging company faced stiff competition from a number of established and upcoming players. Given this intense competition in the market, DesiFirangi was incurring high marketing and customer acquisition costs, which were hurting the company's bottom line. In order to increase revenues, DesiFirangi's founders needed to find ways to increase the number of unique visitors to the site, and convert more visitors to buyers.

In July 2014, the managing partner and co-founder of Netherlands-based Expatica Communications B.V. (Expatica) received tragic news. His close friend and business partner had been travelling on Malaysia Airlines flight MH17, which was shot down over Ukraine. The two partners had worked closely together at Expatica for over 15 years. Three days after receiving the news of his friend's sudden death, the surviving partner found himself alone in his office trying to work out how to cope with the situation and, in particular, how to deal with the employees who were due to return to the office the next day. How should he prepare himself for the next morning? How should he approach the meeting with the employees, and what should he say? What actions should he take regarding the firm in the short and medium term?

The case talks about Hind Tea Pvt. Ltd (HTPL)-a small and medium enterprise (SME) in India that is 100% owned by Wadhwa family. HTPL procures processed tea from auctions and sells it to distributors under its own brand names. The case describes the journey of two brothers and how the next generation of the family takes over and aspires to make the company a national level player. These aspirations pose new demands on the owners and the business; the case talks about decision making in the family under such a scenario. The case poses interesting questions related to governance, professionalization, succession, and decision making in the family.

Investment manager Eliza Baena confronts an apparent convertible bond arbitrage opportunity when she notices a narrowing spread between two Boston Properties (BXP) bonds, one a convertible bond and the other a straight bond, in the wake of the 2008 Lehman bankruptcy. Baena must decide if there is an opportunity, how to structure a trade to exploit it, and how much of her fund's capital to allocate. Case exposition includes descriptions of basic financing arrangements that support arbitrage strategies, such as rehypothecation and margin lending.

This background note explains the structure of incentive-based sales compensation systems.

With more than 25,000 stores in 75 countries and $21 billion in annual revenues, Starbucks is the largest roaster and retailer of specialty coffee in the world. Howard Schultz's strategic leadership was critical in turning Starbucks around. He is now hoping that his second retirement from the company he built from the ground up will be his final one. In the meantime, Kevin Johnson, the new CEO, faces several challenges. In particular, the question of maintaining core competencies and how to achieve future growth, both domestically and internationally, are central to the case. The case also focuses on diversification, as Starbucks is branching out in new areas such as menu extensions including offering alcohol as well as rolling out coffee bars with high-end offerings such as a $12 cup of coffee.

In March 2010 VP, Sales and Marketing, was reviewing the launch plan for the first brand of cooking oil, Freedon, of GEF set up by a professional turned entrepreneur, in AP in 2009. The case provides brief profile of the entrepreneur and the overall business strategy including brand architecture. Also describes the launch plan, particularly key decisions of brand name, packaging, sales promotion and distribution. Data on household us of oils in India, South India and AP is included.

Most companies already have plenty of creativity and technology. What they don’t have is the managerial skill to convert that creativity and technology into earth-shattering innovation. So how do they harness innovation? The first step is to understand what they need—the managerial skills, abilities, and traits that enable digital innovation. We need to not only acknowledge digital innovators, but promote their role as creators of economic and social value. In this article, S. Somasegar, a former senior executive at Microsoft, and Michael Volpe, former chief marketing officer at HubSpot, discuss the ideal digital innovator’s profile. Key excerpts, arranged under six major themes, deal with what an industry expert looks for in a potential digital innovator: 1) a playful attitude toward technology; 2) agile experimentation (including the use of minimum viable products); 3) mastery of the digital domain; 4) technological innovativeness; 5) a strong online identity; and 6) reliance on an extensive social network for expertise and advice. Entrepreneurs have historically taken one of two approaches to defining IT: it’s either a necessary evil or the product itself. Today there is a third approach, one that will become the dominant path for most innovators and entrepreneurs, especially those building information products.

Thanks to new technologies and innovative new ways of doing business, established incumbents across all industries have never been more vulnerable to attack by agile challengers with relatively little capital or resources. A triad of forces favours today’s disrupters: virtualization, digitalization, and capital superabundance. The half-life of business models has been shrinking and incumbents have been disappearing at an increasingly rapid rate—swallowed up in mergers, taken over by activist investors, or broken up. However, the rise of disrupters does not fully explain the ever-shorter lifespans of incumbents. When executives were asked what they believe are the obstacles to growth, 85 per cent of the reasons cited were internal barriers. Large, long-established companies suffer from “incumbency sclerosis,” which leads to strategic rigidity and an inability to adapt. Mergers and acquisitions (M&A) constitute one prescription, but their effectiveness depends on providing a catalyst for change in the acquirer’s business model, organizational model, and culture—if the acquired company is not destroyed in the process. The cure for incumbency sclerosis more often includes M&A along with other efforts to root out complexity, simplify the company, and build flexible operating models.

Amazon Go—grocery shopping without lineups and checkouts—is the latest in Amazon’s pursuit of new shopping experiences. Scheduled to open in 2017, Amazon Go will provide Seattle customers with the opportunity to shop for groceries without standing in line and then waiting while a clerk checks out groceries item by item. Instead, with a smartphone app and advanced technology, shoppers can take their items from the shelf and “Just Walk Out.” Amazon Go is a major step for the e-commerce giant, in both pursuing brick-and-mortar retail and creating an innovative shopping experience. The absence of checkout lanes and cashiers at these stores has captured media attention, but what’s more important for e-commerce merchants is understanding Amazon’s motives for opening a retail space, which are 1) to drive growth in new markets, 2) to tap into the common desire for in-store shopping (where 90 per cent of all retail sales still occur), and 3) to achieve more powerful technical innovation, such as through the use of beacons—in-store apps that connect with the customer’s smartphone to make fine-tuned suggestions—and hyperspecialization—understanding exactly what the customer is looking for, based on past purchases.