Structuring Transactions: Mergers and Acquisitions

2 Credit Hours

This course examines the principal business and legal issues in mergers and acquisitions, including forms and techniques of combining two businesses, takeover defenses, successor liability, negotiation, pricing and other economic terms, principal contract provisions, the role of legal and financial advisers, due diligence, issuance of securities, duties of managers, corporate governance and other issues. The assigned reading will cover the basic business and legal issues most frequently encountered in mergers and acquisitions of two companies, with reference as well to transactions across national borders as well. Grades will be based on two written assignments and class participation.