ELECTIVE COURSE DESCRIPTIONS

MBA Program The more you know, the more you dare TERM ELECTIVE COURSE DESCRIPTIONS September December 2011

TABLE OF CONTENTS Advanced Corporate Finance 9 Advanced Excel Modelling session 1 10 Advanced Excel Modelling session 2 10 Asset Management 11-12 Business Plan: Workshop 13 Business Plan: Design & Funding Englisho 14-15 Business Plan: Design & Funding Bilingual 16-17 Business in a Political Age 18 Compulsory Introduction to Private Equity 19 Corporate Marketing 20-21 Corporate Strategy & Development 22-23 Corporate Valuation 24 Creative Marketing 25 Customer Relationship Management 26 Entrepreneurial Real Estate Management 27 Entrepreneurship Strategy: Crossing Key Milestone Inception to Maturity 28 Equity and Fixed income Structured Products 29-30 Ethics & Performance - session 1 31 Ethics & Performance session 2 31 European Affairs Strategy 32-33 Future Challenges in Sciences & Technologies I&II 34-35 Geopolitics 36 Gestion de crise : Restructurer et reprendre une entreprise en difficulté 37 Initiation à l Asie et à l art asiatique Not available Intellectual Property Law 39-40 International Negociations - Cathelineau 41 International Negociations - Skarlicki 42 International Negociations - Weiss 43 Key Facets of European Marketing & Strategy Approaches 44-45 Leadership in Context 46 Management Buyouts 47-48 2

Management of Innovation I & II 49-50 Marketing & Strategies in Luxury 51 Marketing of Services 52 Oil Gas and power : trend & challenges 53 Private equity/lbo 54 Real Estate Finance 55-56 Securities Markets: Trading Mechanisms, Liquidity, and Pricing 57 Small Business Management 58-59 Strategic Downcycle Management 60 Strategic Marketing Simulation 61-62 Supply Chain Management 63 Sustainable Investments 64-65 Technical Product Development 66 The Hidden Side of Organizational Dynamics 67-68 Thinking Strategically 69 Une autre approche du Dirigeant d Entreprise 70-71 Venture Capital for Entrepreneurs 72 Visual Basic for Application 73 Web 2.0 Marketing Communication 74 3

List of Electives Courses MANAGEMENT KNOWLEDGE Duration Nber of Credits Language Number Limitation Advanced Corporate Finance 18 3 English 60 Advanced Excel Modelling - session 1 Advanced Excel Modelling - session 2 18 2 English 2 x 20 Business in a Political Age 18 3 English 35 Business Plan: Design & Funding 19 3 English/French 2 x 50 Business Plan Workshop 18 + projet 3 English 40 Compulsory Introduction to PE (mandatory introduction to Venture Capital & Management Buyouts) 6 1 English 45 Corporate Marketing 18 3 English 30 Corporate Strategy & Development 18 3 English 35 Corporate Valuation 18 3 English 40 Creative Marketing 18 3 English 40 Crisis Management: Dealing with the Press 18 2 English 30 Customer Relationship Management 21 3 English 35 Entrepreneurial Real Estate Management 18 3 English 35 Entrepreneurship Strategy: Crossing the Key Milestones 18 3 English 30 Equity and Fixed Income Structured Products 18 3 English 30 Ethics & Performance (Monastère) 3.5 days 2 English 2 x 14 European Affairs Strategy 18 3 English 40 Future Challenges in Sciences & Technologies 36 6 English 25 Geopolitics 18 3 English 40 Gestion de Crise: Restructurer et Reprendre une Entreprise en Difficulté 18 3 French 40 Initiation à l Asie et à l art asiatique 18 2 French 25 Intellectual Property Law 18 3 English 25 International Negotiations 18 2 English 30 International Negotiations 18 2 English 25 International Negotiations 18 2 English 30 4

Duration Nber of Credits Language Number Limitation Key Facets of European Marketing & Strategy Approaches 18 3 English 35 Leadership in Context 18 2 English 30 Management Buyouts 18 3 English 40 Management of Innovation 36 6 English 60 Marketing and Strategies in Luxury 18 3 English 30 Marketing for Services 18 3 English 30 Oil Gas and Power: Trend & Challenges 36 6 English 100 Private Equity / LBO 18 3 English 35 Real Estate Finance 18 3 English 40 Securities Markets 18 3 English 50 Small Business Management 18 3 English 45 Strategic Downcycle Management 18 3 English 35 Supply Chain Management 18 3 English 35 Strategic Marketing Simulation 18 + debrief 3 English 36 Sustainable Investments 18 3 English 30 Technical Product Development 18 3 English 45 The Hidden Side of Organizational Dynamics 18 3 English 35 Thinking Strategically 18 3 English 45 Une Autre Approche du Dirigeant d'entreprise 18 2 French 40 Venture Capital for Entrepreneurs 18 3 English 50 Visual Basic for Application 18 2 English 20 Web 2.0 Marketing Communication 18 3 English 30 5

Tracks Recommendations Linked to Entrepreneurship & Innovation Une Autre Approche du Dirigeant d Entreprise (Andreu Sole) Business Plan: Design & Funding (Oliver Gottschalg & Frédéric Iselin) Business Plan Workshop (Frédéric Iselin) Compulsory Introduction to PE (Oliver Gottschalg & Serge Desvignes) Entrepreneurial Real Estate Management (Alain Lebleu) Entrepreneurship Strategy: Crossing the Key Milestones (Ambroise Huret) Future Challenges in Sciences & Technologies (Thomas Astrebo) Gestion de Crise: Restructurer et Reprendre une Entreprise en Difficulté (Jean- Dominique Daudier de Cassini) Intellectual Property Law (Pascale Brochard) Management Buyouts (Oliver Gottschalg) Management of Innovation (Kristina Dahlin & Constanta Denisa Mindruta) Small Business Management (Roger A. Formisano) Technical Product Development (Steven Eppinger) Venture Capital for Entrepreneurs (Serge Desvignes) Web 2.0 Marketing Communication (Kristine de Valck) Linked to Financial Risk Management Advanced Corporate Finance (Patrick Legland) Compulsory Introduction to PE (Oliver Gottschalg & Serge Desvignes) Corporate Valuation (Daniel Hagge) Equity & Fixed Income Structured Products (Aymeric Kalife) Management Buyouts (Oliver Gottschalg) Real Estate Finance (François Ortalo Magné) Sustainable Investments (Graham Sinclair) Venture Capital for Entrepreneurs (Serge Desvignes) Linked to Marketing Creative Marketing (Corinne Dauger) Corporate Marketing (Sylvie Chamberlin) Customer Relationship Management (Alain Philippe) Key Facets of European Marketing & Strategy Approaches (Vincent Dessain) Marketing for Services (Nathalie Riu) Strategic Marketing Simulation (Dominique Rouzies) Web 2.0 Marketing Communication (Kristine de Valck) 6

Linked to Strategy Business Plan Workshop (Frédéric Iselin) Business Plan: Design & Funding (Oliver Gottschalg & Frédéric Iselin) Corporate Strategy & Development (Kristina Dahlin) European Affairs Strategy (Alberto Alemanno) Geopolitics (Jeremy Ghez) Gestion de Crise : Restructurer et Reprendre une Entreprise en Difficulté (Jean- Dominique Daudier de Cassini) The Hidden Side of Organizational Dynamics (Gérard Pavy) Management Buyouts (Oliver Gottschalg) Strategic Downcycle Management (Roland Berger Consultants) Thinking Strategically (Tobias Kretschmer) Linked to Personal Skills & Advanced Excel (Hervé Thiriez) Development Une Autre Approche du Dirigeant d Entreprise (Andreu Sole) Ethics & Performances (Domaine de Sereys / Haute-Loire) (Dom. H. Minguet) International Negotiations (Stephen Weiss) International Negotiations (Marc Cathelineau) International Negotiations (Daniel Skarlicki) Leadership in Context (Daniel Harris) 7

Elective Course Descriptions 8

Advanced Corporate Finance - The Real World OBJECTIVES To provide real world expertise on best practices used by M&A professionals. A practical approach: how to originate, negotiate and execute profitable M&A deals. The keys to being successful and adding value in the deal making industry. Advice on job opportunities and challenges in Corporate & Investment Banking industry. COURSE CONTENT Rationale for M&A transactions Company Valuations Negotiation Techniques & Accounting Optimization Financial Structuring Takeovers, Mergers, Divestments Equity Capital Market Issuances TEACHING METHOD Each session will combine fundamental coursework with real world case studies Systematic (non-marked) QCM to sustain the learning curve and momentum Courses & materials are in English EVALUATION Oral contribution, case study: 40% Final exam (Case study & Multiple Choices / QCM): 60% BIBLIOGRAPHY Fusions, Acquisitions, Franck Ceddaha, Economica Corporate finance, Pierre Vernimmen, Pascal Quiry, Yann Le Fur, Dalloz Lecturer: Patrick Legland - plegland@yahoo.fr Patrick Legland is Global Head of Cross Asset Research at Société Générale and a member of SG s Capital Markets Executive Committee. Patrick has held the position of Global Head since the Cross Asset Research department was created in July 2009 to combine and leverage the skills of all SG s Corporate & Investment Banking research entities: Equity, Credit, Derivatives, FX, Rates Research, Commodities, Strategy, Economic, Quant and Thematic. It aims to provide clients with deeper analysis and greater insight by creating and nurturing a genuine cross-asset mindset. Patrick was previously in charge of SG Global Cash Equity. He joined Société Générale CIB in January 2003 as Head of Pan-European Equity Research. Previously he was Managing Director at UBS Warburg and worked for Paribas Capital Markets and Phillips & Drew. Patrick also has extensive international experience, having worked in Hong Kong and London for many years. Born in 1963, Patrick Legland is a member of the French society of investment analysts (SFAF) and is a past President of the SFAF s Professional Ethics Commission. He is also a board member of Club Finance HEC. Patrick is a graduate of the Ecole Supérieure de Commerce in Lille. 9

Advanced Excel Modelling OBJECTIVES Transform a standard Excel user into an advanced Excel user. Teach the principles of efficient Excel modelling. COURSE CONTENT 1. Efficient use of Excel How to build in 5 minutes a model which usually requires 30 minutes of development. 2. Excel's search functions All you will ever need to know about the Lookup, Index and Match functions... 3. Database and pivot tables Database management with Excel: its capabilities and its weaknesses. How to overcome some of them. 4. Graphs, Printing, Audit Learn to build graphs more efficiently. Elastic graphs, graphs with pull-down menus, graphs with dynamic titles. 5. Goal seek and Solver Use Excel for optimisation purposes and in order to reach specific goals. 6. Customisation and Add-ins. Make Excel more efficient by customizing it : toolbars, personal macros,... TEACHING METHODS Hands-on work on Excel models. EVALUATION Course participation. Homework. A final 1h30 exam. BIBLIOGRAPHY Excel blog : http://monsieur-excel.blogspot.com/ "La lettre d'excel", available in the campus library Professor: Hervé THIRIEZ thiriez@hec.fr Education: Ingénieur IMAG Ph. D. du MIT Professional experience: Assistant Professor, MIT (69-70) Professeur, Groupe HEC (70-...) CEO, Logma SA (80 -...) Research or special interests: Modelling Spreadsheets Risk analysis 10

Asset Management OBJECTIVES The course aims to present the theory and practice of asset (or portfolio) management. It covers both the classical theory, based on the CAPM (Markowitz, Sharpe), and more recent but widely applied alternative asset management, such as hedge funds for example, or investing in non-financial commodities. It also introduces performance and risk measurements, and gives guidelines about risk management which is inseparable from a sound asset management practice. With numerical examples and exercises, using real market data and products, the course is covering the essentials for a useful knowledge of asset pricing theory and practice. COURSE CONTENT - bases: market instruments, hypotheses of portfolio management theory, risk & return measures - the portfolio management theory - asset management in practice - beyond the CAPM - using derivatives in asset management - alternative asset management: private equity, currencies, credit derivatives & securitization, commodities, structured products, hedge funds TEACHING METHODS Traditional but living ex cathedra teaching, with o frequent dialogs with students, through examples & exercises o exercises & cases to be prepared by the students between the sessions NB: students are requested to bring their calculator EVALUATION Written exam, with 50% of multiple choices questions BIBLIOGRAPHY NB: specific course material is provided. Selection below is proposed for those willing to deepen some of the course topics. William SHARPE, Investors and Markets: Portfolio Choices, Asset Prices, and Investment Advice, Princeton, 2008 about quantitative finance & corporate finance: Th. E. COPELAND & J.F. WESTON, Financial theory and corporate policy, Adison-Wesley, 946 p. R. BREALEY, S. MYERS & A. MARCUS, Fundamentals of Corporate finance, McGraw-Hill, 2003 about further developments beyond CAPM: F. FABOZZI, S. FOCARDI & P. KOLM, Financial Modeling of the Equity Market, Wiley, 2006 about Alternative Investment: Mark ANSON, Handbook of alternative assets, Wiley, 2002 about risk management: Philippe JORION, Financial Risk Management Handbook, Wiley, 5 th ed., 2009 The professional s handbook of financial risk management, edited by Marc Lore & Lev Borodovsky,GARP, sponsorized by KPMG about structured products, and portfolio hedging by derivatives: 11

Alain RUTTIENS, Futures, swaps & options, ECCI, 3 e édition, 2009 in French John C. HULL, Options, futures, and other derivatives, Prentice Hall, 6 th edition, 2005, 744 p. Professor : Alain RUTTIENS ruttiens@pt.lu Education : MA in Engineering (Faculté Polytechnique de Mons, Belgium) Professional experience : 25 years practice in financial markets, mainly in derivatives and structured products, for Indosuez Bank (now Crédit Agricole) and KBC Bank Independent Asset Manager (Hedge Fund) Professeur affilié at ESCP-EAP, Paris Research or Special interests : modeling of financial markets, switching processes, short term market behaviour, short term trading & asset management, correlation modelling 12

Business Plan Workshop: Into the Fray AUDIENCE This elective is designed for students who wish to learn by doing and obtain first hand practical knowledge of how to build a business plan. The workshop complements the «Business Plan: Design and Funding» elective. Students participating in this workshop should be aware that the level of active participation and material preparation is intense and be prepared to allocate appropriate time and effort. Direct individual engagement with members of the international private equity community and the production of a real-life business plan are the dual threads of this course. Students can chose either to use this course to develop a business plan for a venture of their own, or to develop their business plan skills by developing a plan for a project selected from a variety of incubators and networks. OBJECTIVES Following this course students should expect to : - Understand the goals, structure and process of producing a business plan - Understand expectations and show-stoppers of the private equity community - Have gained experience in producing a real-life business plan COURSE OUTLINE AND ASSIGNMENTS The Business Plan Workshop course is conducted in a series of 6 three hour sessions, 4 preliminary and 2 concluding held every other week. Between the preliminary and concluding sessions student will have one month to produce their business plans. During the period of the preliminary sessions student will conduct quantitative and qualitative research on the private equity community. This will include face to face interviews during which students will engage with international actors of the investment community. Preliminary sessions (bi-monthly) 1. Introduction : Myths and realities of business plans, research assignment kick-off, business plan selection criteria 2. State-of-the-art design techniques and their application to business plan building, research assignment progress report 3. Selected key issues and artifacts of a business plan, research assignment hand in 4. Research assignment assessment and discussion, business plan assignment kick-off One month interval for students to produce their business plan assignment Concluding sessions (bi-monthly) 1. Business plan presentations and discussion 2. Wrap-up : Business plan packaging and concluding recommendations Business plans may be produced individually or by group depending on the number of students attending the course as well as the desiderata of students. LANGUAGE(s) : English and if and when appropriate or necessary French EVALUATION Attendance, participation and personal involvement : 50 % Private Equity research : 25 % Business Plan assignment : 25 % Professor: Peter Livaudais, entrepreneur, mentor, and business advisor.peter.livaudais@gmail.com 13

Business Plan Design and Funding - SYLLABUS English Group TARGETED PARTICIPANTS This elective is designed for students with an interest in learning more about how to design and assess business plans. It combines lectures on concepts, tools and their theoretical background with case studies and testimonials from expert practitioners. This elective is compulsory to the students who will attend the Business Plan Workshop Elective, the practical side ( learning by doing ) of the Business Plan training. OBJECTIVES This elective involves 4 principal objectives: - Becoming aware of the complexity characterizing the entrepreneurial model; a process that overtakes the simple facts of getting a good idea and leveraging capital. It means being able to transform a business concept into a successful economic reality, based on an intensive and intellectual work of analysis and planning, coupled with a dramatic personal implication. - Being able to rapidly assess every spotted opportunity. The serial entrepreneurs possess a specific capacity to identify much more opportunities than they can implement. It is therefore essential to master a simple and rapid method in order to select the best one(s). - Understanding the contents of a winning Business Plan. A viable opportunity is a necessary but not sufficient route to success. It must furthermore rest on a clear, perceived and sustainable competitive advantage (value proposition) inside the industry value chain and on a pertinent and viable business model. - Negotiating the terms in which resources for a successful implementation of the Business Plan may be obtained; particularly important are capital resources whatever their origins, including internal or external venture capital. CONTENT AND METHODS This elective will focus on methods and concepts dealing with 2 special entrepreneurial topics: identifying the value proposition and writing a winning business plan. The teaching period will take place from mid September to end of October and consist of 10 sessions of 2 hours. The teaching methods that combine pure lectures (3 sessions), practitioners testimonials (2 sessions) and case or business plan studies (4 sessions). In total, 7 cases or business plans will be analyzed. The class will be divided into case groups of 2 to 4 people (depending of the number of students), each one identified with a number. Each group will deliver, according to the following session outlines: - 1 case or Business Plan presentation during the class. - The preparation, using a specific software that will be available through the HEC intranet, of a BP mini case (session 5). This system has been designed in order to reduce your workload and concentrate it on group working preparation. ACADEMIC STANDARDS AND RECOMMENDATIONS Language: The course will be taught in English. Attendance and punctuality: We consider as normal your attendance and participation during all the sessions of the elective. We may accept that, occasionally, you won t be able to attend some sessions, provided that you inform us in advance, and that it won t be a session where your group gets a presentation assignment. Nevertheless, 3 missing sessions will lead to the F grade. Moreover, the classroom door will be virtually or really closed 5 minutes after the normal beginning schedule of a session. Pedagogical assignment: We consider as a normal obligation the fact that you read (and think about) every document (cases, BP, technical notes, book chapters) assigned for each session before the class. In addition we demand a particularly thorough preparation from those who, for a specific session, have a work assignment (group presentation or analysis). Case presentations: For each case or BP of the sessions 2, 3, 9 or 10, one or two different groups will prepare a presentation for the class. This presentation will have to be the most professional possible, like a consulting company, using PowerPoint. One or more of the group members may do group presentations. Your oral presentation must never exceed 12 minutes; this is mandatory to compel yourself to a synthetic approach and to allow further class exchanges. Each presentation must include a clear analysis of the situation, data and issues, a synthesis, a detailed and consensual recommendation (solution) and, possibly, alternative solutions to the issue in question. You will give to the instructor, at the end of the session (or send it to him by email), a written document resuming your presentation; copy of the 14

presented slides, with detailed information and documents when necessary (use the Note function inside PowerPoint). When 2 different groups have presentation assignments for the same case, the instructor will draw lots at the beginning of the session for the one that will present first. The 2nd group will react (i.e. presenting) to the first presentation, pinpointing similarities and oppositions with the first group. CLASS GRADING Class participation and attendance: 35 % Group presentations: 65 % PROGRAM AND SCHEDULING Sept 12th-1: Customer Perceived Utility Value (F. Iselin), 1pm-3pm - Syllabus and elective rules analysis (answers to questions; 5 maximum) - Setting up the case groups Sept 15th-2: Assessing an opportunity (B. Limoges), 8am-10am - Reading: Assessing, shaping and selecting opportunities (INSTRUCTOR s slides) - Cases to be prepared: - Tunnel - Wonder Sept 16th-3: Value Proposition and Business Model (F. Iselin), 1pm-3pm Readings: - Customer Value Proposition in Business Markets (J. ANDERSON & al. s article) - Why Business models Matter (J. MAGRETTA s article) - Value Proposition and Business model (INSTRUCTOR s note) Case to be prepared: Protécoque (question 1 only) Sept 23rd-4: The Business Plan rules, content and form (F. Iselin), 9am-11am Sept 29th-5: Key Assumptions and Critical Risks (B. Limoges), 8am-10am - Reading: Business plan risk analysis (INSTRUCTOR s note) - Cases to be prepared (ALL GROUPS!): Mini case KAF Each group, using the simulation model named BPKaf_us.xls you will receive by email, must prepare this case. Each group has to come to that session with a laptop, able to present its own simulation and to argue its choices and plan. Oct 4th-6: The hurdles run of an entrepreneur/a start-up seeking funds (F. Iselin + A. Choulika, Cofounder of Cellectis), 4:20pm-5:50pm Oct 13th-7: The VCs processes and demands (B. Limoges + Guest), 1pm-2:30pm Readings: - The HEC Business Plan Guide - How venture capital works (B. ZIDER s article) Oct 20th-8: Impact of the BP design on the transaction negotiation (B. Limoges), 8am-10am - Reading: Negotiating Venture Capital Financing (TYEBJEE-BRUNO s article) - Case to be prepared (individually; no presentation or written analysis): HECMBA Communications Oct 25th-9: Financial plan, valuation and exit strategy (B. Limoges), 8am-10am Case to be prepared: CITILOG Oct 31st-10: Analyzing and assessing Business Plans (F. Iselin), 1pm-3pm Cases to be prepared (please don t address the valorization topic for both cases): - genoway (biotech start-up) - zpmn.com (internet start up) Professors: Frederic ISELIN (Office Phone: 74 46; Email: iselin@hec.fr) Bertrand LIMOGES (Office Phone: 0140769916; Email: bertrand.limoges@cdcinnovation.com Recommended books: The Definitive Business Plan (2 nd edition), Richard Stutely, Financial Times / Prentice Hall The Ernst & Young Business Plan Guide, John Wiley & Sons Interesting websites with Business Plan concern: www.newventuretools.net ; www.quickmba.com ; www.gate2growth.com 15

www.provaluor.com 16

Business Plan Design and Funding - SYLLABUS Bilingual Group- TARGETED PARTICIPANTS This elective is designed for students with an interest in learning more about how to design and assess business plans. It combines lectures on concepts, tools and their theoretical background with case studies and testimonials from expert practitioners. This elective is compulsory to the students who will attend the Business Plan Workshop Elective, the practical side ( learning by doing ) of the Business Plan training. OBJECTIVES: This elective involves 4 principal objectives: - Becoming aware of the complexity characterizing the entrepreneurial model; a process that overtakes the simple facts of getting a good idea and leveraging capital. It means being able to transform a business concept into a successful economic reality, based on an intensive and intellectual work of analysis and planning, coupled with a dramatic personal implication. - Being able to rapidly assess every spotted opportunity. The serial entrepreneurs possess a specific capacity to identify much more opportunities than they can implement. It is therefore essential to master a simple and rapid method in order to select the best one(s). - Understanding the contents of a winning Business Plan. A viable opportunity is a necessary but not sufficient route to success. It must furthermore rest on a clear, perceived and sustainable competitive advantage (value proposition) inside the industry value chain and on a pertinent and viable business model. - Negotiating the terms in which resources for a successful implementation of the Business Plan may be obtained; particularly important are capital resources whatever their origins, including internal or external venture capital. CONTENT AND METHODS: This elective will focus on methods and concepts dealing with 2 special entrepreneurial topics: identifying the value proposition and writing a winning business plan. The teaching period will take place from mid September to end of October and consist of 10 sessions of 2 hours. The teaching methods that combine pure lectures (3 sessions), practitioners testimonials (2 sessions) and case or business plan studies (4 sessions). In total, 7 cases or business plans will be analyzed. The class will be divided into case groups of 2 to 4 people (depending of the number of students), each one identified with a number. Each group will deliver, according to the following session outlines: - 1 case or Business Plan presentation during the class. - The preparation, using a specific software that will be available through the HEC intranet, of a BP mini case (session 5). This system has been designed in order to reduce your workload and concentrate it on group working preparation. ACADEMIC STANDARDS AND RECOMMENDATIONS: Language: The course will be taught in French. Participants can use French and/or English (English still being the major used language) during this course, choosing the language they find it easiest to communicate in when explaining their thoughts. Attendance and punctuality: We consider as normal your attendance and participation during all the sessions of the elective. We may accept that, occasionally, you won t be able to attend some sessions, provided that you inform us in advance, and that it won t be a session where your group gets a presentation assignment. Nevertheless, 3 missing sessions will lead to the F grade. Moreover, the classroom door will be virtually or really closed 5 minutes after the normal beginning schedule of a session. Pedagogical assignment: We consider as a normal obligation the fact that you read (and think about) every document (cases, BP, technical notes, book chapters) assigned for each session before the class. In addition we demand a particularly thorough preparation from those who, for a specific session, have a work assignment (group presentation or analysis). Case presentations: For each case or BP of the sessions 2, 3, 9 or 10, one or two different groups will prepare a presentation for the class. This presentation will have to be the most professional possible, like a consulting company, using PowerPoint. One or more of the group members may do group presentations. Your oral presentation must never exceed 12 minutes; this is mandatory to compel yourself to a synthetic approach and to allow further class exchanges. Each presentation must include a clear analysis of the situation, data and issues, a synthesis, a detailed and consensual 17

recommendation (solution) and, possibly, alternative solutions to the issue in question. You will give to the instructor, at the end of the session (or send it to him by email), a written document resuming your presentation; copy of the presented slides, with detailed information and documents when necessary (use the Note function inside PowerPoint). When 2 different groups have presentation assignments for the same case, the instructor will draw lots at the beginning of the session for the one that will present first. The 2nd group will react (i.e. presenting) to the first presentation, pinpointing similarities and oppositions with the first group. CLASS GRADING: Class participation and attendance: 35 % Group presentations: 65 % PROGRAM AND SCHEDULING: Sept 12th-1: Customer Perceived Utility Value (F. Iselin), 3pm-5pm - Syllabus and elective rules analysis (answers to questions; 5 maximum) - Setting up the case groups Sept 15th-2: Assessing an opportunity (B. Limoges), 10am-12am - Reading: Assessing, shaping and selecting opportunities (INSTRUCTOR s slides) - Cases to be prepared: - Tunnel - Wonder Sept 16th-3: Value Proposition and Business Model (F. Iselin), 3pm-5pm Readings: Customer Value Proposition in Business Markets (J. ANDERSON & al. s article) - Why Business models Matter (J. MAGRETTA s article) - Value Proposition and Business model (INSTRUCTOR s note) Case to be prepared: Protécoque (question 1 only) Sept 23rd-4: The Business Plan rules, content and form (F. Iselin), 11am-1pm Sept 29th-5: Key Assumptions and Critical Risks (B. Limoges), 10am-12am - Reading: Business plan risk analysis (INSTRUCTOR s note) - Cases to be prepared (ALL GROUPS!): Mini case KAF Each group, using the simulation model named BPKaf_us.xls you will receive by email, must prepare this case. Each group has to come to that session with a laptop, able to present its own simulation and to argue its choices and plan. Oct 4th-6: The hurdles run of an entrepreneur/a start-up seeking funds (F. Iselin + A. Choulika, Co-founder of Cellectis), 6pm-7:30pm Oct 13th-7: The VCs processes and demands (B. Limoges + Guest), 2:30pm-4pm Readings: - The HEC Business Plan Guide - How venture capital works (B. ZIDER s article) Oct 20th-8: Impact of the BP design on the transaction negotiation (B. Limoges), 10am-12am - Reading: Negotiating Venture Capital Financing (TYEBJEE-BRUNO s article) - Case to be prepared (individually; no presentation or written analysis): HECMBA Communications Oct 25th-9: Financial plan, valuation and exit strategy (B. Limoges), 10am-12am Case to be prepared: CITILOG Oct 31st-10: Analyzing and assessing Business Plans (F. Iselin), 3pm-5pm Cases to be prepared (please don t address the valorization topic for both cases): - genoway (biotech start-up) - zpmn.com (internet start up) Professors: Frederic ISELIN (Office Phone: 74 46; Email: iselin@hec.fr) Bertrand LIMOGES (Office Phone: 0140769916; Email: bertrand.limoges@cdcinnovation.com Recommended books: The Definitive Business Plan (2nd edition), Richard Stutely, Financial Times / Prentice Hall The Ernst & Young Business Plan Guide, John Wiley & Sons 18

Interesting websites with Business Plan concern: www.newventuretools.net ; www.quickmba.com ; www.gate2growth.com ; www.provaluor.com Business in a Political Age OBJECTIVES Commercial success is increasingly shaped by political, regulatory, media and activist group actions. Effectively engaging these non-market actors can be a critical differentiator in today s hypercompetitive global environment. This program prepares participants to integrate initiatives for mutually beneficial relations with governments and Non-Government Organizations (NGO s) into the company s overall strategy. This course seeks to: Instill a CEO mindset which successfully navigates not just market dynamics, but the non-market (political, regulatory, media and activist group) forces that shape market opportunities. Develop concepts and frameworks for how executives can plan and execute mutually beneficial relations with non-market players that align with and support market strategy. Review critical non-market considerations for entering, expanding and trading in international markets. Understand how committing to a purpose for your business that achieves market goals and benefits society can help you sidestep corruption and uncover avenues for making sustainability a competitive advantage. Recognize the value of anticipating future trends and shaping them early before others paint you into a corner, including embracing digitization, demographic diversity, and more green for less green. Prepare you to be not only a business leader, but also a force for good in the world. COURSE ORGANIZATION The course is divided into seven parts. Part 1: Integrated Strategy examines models for integrating market and non-market strategy. Part 2: Purposeful Profit explores 1) embracing a purpose for a business that is both profitable and beneficial to society; 2) navigating corrupt environments; and 3) sustainability as a competitive advantage. Part 3: Partnering with Society discusses enhancing relationships with media, NGO s and activist groups. Part 4: Partnering with Government reviews how to optimally engage with government and build coalitions. Part 5: Partnering Globally considers our global trading system, barriers to trade, global political engagement and considerations important to market selection / expansion. Part 6: Creating Shared Value explores how businesses can profit while benefiting society by delivering government supported services at a higher quality and lower cost and by engaging in frontier markets. Part 7: Putting It All Together by synthesizing all topics in the review of a final case. TEACHING METHOD In order to capture the pragmatic, action-oriented nature of the general manager s job and the complexity of the general manager s decision set, this course is taught through the case method. EVALUATIONS Individual Assignment: Group Presentations: Class Participation: 25 percent 50 percent 25 percent Professor Hon. Mark KENNEDY mark@markkennedy.com The Honorable Mark Kennedy brings insightful perspective to teaching Business in a Political Age having engaged senior business leaders and government ministers in nearly 40 countries as U.S. Congressman, Presidential appointee (under Bush and Obama), Fortune 100 senior executive (Macy s) profiled amongst America s Top CFO s, global consultant with Accenture, Chairman of the Economic Club of Minnesota and star in Fahrenheit 911. John King of CNN said "Kennedy doesn't ignore the elephant in the room; to the contrary, he looks it straight in the eye" and Fred Barnes of FOX News called Kennedy, Bold and smart. 19

Compulsory Introduction to Private Equity (Prerequisite to all Venture Capital and LBO courses - 6 hours) OBJECTIVES This course is an introduction to Private Equity (PE) designed by a PE Professional and a Professor in this field. Its goal is to prepare the students to specialized courses in Venture Capital (VC) and Leveraged Buy Outs (LBO). As many business executives, and especially entrepreneurs, will have to deal with PE Funds in their career, this overview will present the basic rules of this successful activity, the main players and their strategies. COURSE CONTENT The main topics addressed are : - Industry Rules, Structure and Performances - Comparison between Venture Capital and LBO - Fund-raising Process for Companies - PE Prospects and Issues TEACHING METHODS The course is a description of the PE industry. Discussions on some real investments will be among the course highlights. OPTIONAL READING - Private Equity as An Asset Class by Guy Fraser-Sampson (Wiley Finance) - Beyond the J Curve : Managing a Portfolio of Venture Capital and Private equity Funds by Thomas Meyer and Pierre-Yves Mathonet (John Wiley & Sons) Professors: Serge DESVIGNES sdesvignes@noos.fr - 20 years in Private Equity : Co-Founder and Fund Manager of Part com, an affiliate of Caisse des Dépôts (renamed Iris Capital) focusing on Venture Capital in Media, Telecoms, Internet, IT, in Europe and North America: a 500 m Fund, 200 investments in early and late stage companies and in large consortia in Telecoms, superior returns achieved. Former Member of the Professional Standards Committee of the EVCA. - Prior experience of 11 years in industrial operations in the old economy: VP Finance of a SME in fashion, Corporate Planner of Valeo, Consultant in turnarounds. - Today, advising entrepreneurs in fund-raising and development, Founder of a Business Angels fund (PAC). - Master s and post-graduate degree in business law with honors (University of Paris), Master s degree in Management from ICG/IFG, Institut Multimedias in Paris. Oliver GOTTSCHALG gottschalg@hec.fr Professor Oliver Gottschalg is part of the Strategy Department at HEC School of Management, Paris. He serves as Director of the Entrepreneurship Track in the HEC MBA program, directs the HEC Buyout Research Group and teaches courses on strategy, entrepreneurship, business plan design and management buyouts. He holds a Wirtschaftsingenieur Diploma from the University of Karlsruhe, an MBA from Georgia State University and a M.Sc. and PhD degree from INSEAD. His current research focuses on the strategic logic and the performance determinants of private equity investments. His work has been published in leading academic journals and in various publications for practitioners and was widely featured in the business press. He regularly presents his research at academic conferences and private equity symposia and serves as an advisor to leading investors in the private equity industry. Most recently, he served as an advisor to the European Parliament in the context of the current debate about a possible need for regulation of the Private Equity industry. 20

Corporate Marketing How to apply marketing techniques to corporate issues OBJECTIVES A course open to all students who accept the idea that marketing does not concern only marketing experts, but can also be a way of acting in the whole organization and thinking differently. It has been designed for all of you who will have to deal with corporate issues in your future management role. Through concrete examples and interaction with professionals, you will highlight the new challenges faced by companies in their corporate communication, learn and practice how to deal with these issues. Understanding how you can apply marketing techniques to this field will help you to be more efficient also in all your business and personal approach. COURSE CONTENT 18 hours 3 sessions 1 st day: Introduction to Corporate Marketing, its objectives and challenges - Understanding better the components of a corporate image and reputation. Where does it come from? Is it possible to influence or change it? - Introducing the Corporate Marketing approach: its different components, its objectives - Understanding complexity of Corporate Marketing: - The different targets to deal with - The new challenges faced (Internet revolution, emerging concepts of sustainable development and Corporate Social Responsibility) - The multicultural issue 2 st day: Defining a Global Corporate Marketing Platform - Defining the USP: The methodology to put in place. What key messages? How to define them? How to fight against biased opinions? - The importance of internal and external consistency - The importance of the link with business objectives and company culture 3 th day: Discovering the targeted, more sophisticated Corporate Marketing approach - Corporate Marketing as a help to face crisis - Corporate Marketing towards financial community - Corporate Marketing towards employees and potential employees : The War for Talents challenge The Employee Care revolution - Conclusion: Corporate Marketing Perspectives: Multicultural issue, organizational issue, self-marketing approach 21

TEACHING METHODS Interactivity will be one rule of the course, with a mix of workshops during the class, lectures from the professor, outside speakers, and personal work between the sessions. Concrete case studies will be used all over the class. EVALUATION Presence in the course and active participation during the course will be rewarded (50% of the grade). Case studies will represent 50% of the total grade. Professor: Sylvie CHAMBERLIN Sylviechamberlin@aol.com Education: Graduated from HEC Business School in 1985, with a specialization in Marketing. Professional experience: General Manager and founder of CHS CONSEIL, specialized in employer branding and HR marketing issues, dealing with CAC40 corporations. 20 years of experience in business. 10 years of experience in Marketing in FMCG, both in operational and product development roles, in an international environment. Created in 1998, the L Oréal Corporate HR Communication Department, developing international policy and communication tools to increase the company s awareness worldwide, such as communication campaigns, Internet recruitment policy, and argumentations towards journalists. Research or special interest: She realised at that time how marketing techniques could be applied in other fields, such as HR or Corporate Communication, to be more efficient. She now really believes that understanding and developing a marketing approach is, in all fields a real strength for future performers. 22

Corporate Strategy & Development COURSE OBJECTIVES Besides more traditional corporate strategy topics of multimark and competition and selection of markets to enter or exit, this course will also teach you how to understand the evolution of markets and technology. Building on the Strategic Management course, you will be introduced to new models and ideas to help you expand the analysis of firms and industries. Multimarket competition is a term used to describe that the same firms meet in multiple markets, geographical or product, and that their behavior in any one market is influenced by a competitor s behavior not just in that market but in other markets as well. Not correctly identifying and analyzing the multimarket interactions lead to incomplete strategic analyses. Market selection is one of the most important tasks of general managers: both when, where and how to enter and exit are critical decisions for firm performance and survival. A main challenge for managers is to interpret how technology can condition competition and what firm strategies are suitable at different stages of a technology cycle. Inability to understand the limitations and opportunities presented by changes in product and process technology leads to poor performance, especially in industries with rapidly improving product technology. Since successful market selection depends on matching firm skills to the appropriate stage of technological evolution, the two topics are linked entering before a technological paradigm has been established increases the risk of being part of an ensuing industry shake-out but also increases the chances of controlling the key technology in the industry, for instance. The course is project based and consists of six three-hour classes. COURSE CONTENTS Multimarket competition topics: Mutual forbearance Competing against chains Credible commitment Complementary assets 1 Technology and market evolution Market cycles Technology cycles Make or buy decisions, complementary assets 2 Technology strategy Market selection Matching firm resources and market needs Entry mode Matching entry mode and technology stage PREPARATION AND PARTICIPATION The course is organized around discussions of readings and cases. For this method to be effective, you must have prepared the assigned readings thoroughly prior to each class. I cold-call students and also give you the chance to select specific sessions where you want to participate in a more intense manner by signing up beforehand for the session. Each student s behavior and contribution is instrumental in making the learning process effective. In particular, it is essential to participate in each and every session, to be on time so as not to miss the beginning of the discussion and to bring value to this discussion by: 23

Providing analyses rather than repeating case facts; Supporting your conclusions with facts and logic, rather than stating unsupported opinions; Building on or responding to other students comments and viewpoints rather than monopolizing air time. To ensure all of us are fully engaged in the class discussion, the use of laptops is not permitted. ASSESSED WORK Students will be evaluated and graded on the basis of: Their participation and contributions to class discussions (20 % of the final grade); particular attention will be given to the degree of preparation of the cases to be discussed in class; A group project on a selected technology/industry (40 % of the final grade). The project will include analyses of where in the stage of a technology cycle a particular technology is, current market conditions for entry and a list of potential entrants. An individual final exam (40 % of the final grade). Professor: Kristina DAHLIN dahlin@hec.fr Kristina Dahlin is an Associate Professor of Strategy and Business Policy at HEC and was before that an Assistant Professor in Strategy & Organizations at the University of Toronto in Canada. She received an MSc and a PhD from Carnegie Mellon University in the US and an MSc in Engineering from Chalmers Institute of Technology in Sweden. Research or special interest: Kristina s research is in the area of technological change and organizational learning in the tennis racket industry. She also studies organizational learning from freight train accidents. She has published her work in Academy of Management Journal, Organization Science and Research Policy. 24

Corporate Valuation OBJECTIVES This intensive course intends to provide students with a basic yet solid theoretical background on business valuation and an exposure to practical matters concerning the execution of valuations in the real corporate finance world. Focus will be centred on: Thorough analysis of valuation methods: basic assumptions and limits The choice of methods and inputs: facts, tradeoffs and compromises of the real world Impact of strategic issues on valuation: keeping sight of the big picture TEACHING TOOLS The course will be delivered through the following materials / activities: Readings, lectures and class discussions on theoretical matters Application exercises Discussion of relevant cases One case study with application of all concepts and methods developed in the course. AVAILABILITY The professor will be present in all lectures; will provide continuous assistance for questions and / or case preparation through e-mail, and will offer a review session before the exam. GRADING Grades will be based on class participation (for which following readings will be crucial), case study and final exam. Professor: Daniel HAGGE daniel.hagge@bnpparibas.com Education: MBA, Stern School of Business, New York University (USA) 1998 JD, School of Law, University of Buenos Aires (Argentina) 1991 Professional experience: Director - BNP Paribas Corporate Finance, Head of Execution Group, Paris 2004 - VP - BNP Paribas Corporate Finance, Head of Business Valuation Team, Paris 2002/04 Associate - BNP Paribas Corporate Finance, Business Valuation Team, Paris 2000/02 Associate - BNP Paribas Corporate Finance, Execution Team, New York, London 1998/2000 Analyst - Crédit Lyonnais Argentina, Capital Markets, Buenos Aires 1994/6 Analyst - BNP Argentina, Commercial Banking, Buenos Aires 1992/4 Academic experience: Professor of Corporate Valuation, HEC MBA programme 2001 Professor of Financial Analysis, HEC, Université Paris Dauphine, 2002-2004 Interests: Business Valuation; Monetary Theory and Policy; Macroeconomic Policies in Emerging Markets 25

Creative Marketing COURSE OBJECTIVES The course is focused on Brand Management, differentiating Creative Brands from Functional Brands. Creative Brands are primarily driven by the strength of their creations (for example Apple, Vuitton, Disney, ), whereas functional brands grow out of superior performance (for example Tide, Mr Clean, IBM, ). UCOURSE CONTENT The course will cover the following key points:. A) Understanding the drivers of creative Brands versus functional Brands: Irresistible Delight versus Superior Performance/Price B) How to create a desirable and differentiating Brand identity?. C) How to do marketing that works for Creative Brands and for Functional Brands / Focus on Product and Communication? UTEACHING METHODS Topics will be covered through interactive presentations, illustrated by real life business examples UEVALUATION Evaluation will be a result of both oral participation and a case study team work. Professor: Corinne DAUGER dauger@dauger.net Education: HEC (84) / Brussels Academy of Fine Arts Current position - Teacher at HEC MBA and Executive MBA on Luxury Marketing, Brand Strategies, Innovation and Communication in the B to C markets - Profesional Artist : www.corinnedauger.com Business experience (20 years): - Hermès : Vice President in charge of Creation, Manufacturing and wholesale Sales - Procter & Gamble : General Manager Western Europe Fabric Care products 26