Cases and Materials on Corporate Mergers and AcquisitionsIf you want to emphasize federal securities law in your next course on mergers and acquisitions, this new casebook will meet your needs. Relying heavily on primary materials, CASES AND MATERIALS ON CORPORATE MERGERS & ACQUISITIONS is a conceptually organized casebook that conveys a solid understanding of this important area of law. When you review this new casebook, be sure to notice that it offers: more comprehensive and focused coverage of the corporate and securities laws aspects of M & A transactions than other books complete materials on federal securities regulation integrated with related state law provisions, rather than relegated to discrete chapters, to make the connections more apparent to students edited versions of state and federal statutes, rules, regulations, and forms reproduced in the corresponding section of the casebook instead of in separate unedited supplements heavy use of edited filings under the federal securities laws to give students greater familiarity with the business transactions and to provide examples of the documents students will prepare in practice extensive state and federal case selections edited to retain transactional detail To augment the primary materials and put them in context, the casebook also includes explanatory materials: excerpts from law review articles original text, notes, and questions Accompanied by a thorough Teacher's Manual that helps instructors take maximum advantage of the book, CASES AND MATERIALS ON CORPORATE MERGERS & ACQUSITIONS is a coherent and current guide to the doctrine, process, and transactions that will be an essential part of the work of future corporate lawyers. |
Contents
CHAPTER 3 | 30 |
Forms of CorporateLevel Transactions | 33 |
CHAPTER 2 | 39 |
Copyright | |
17 other sections not shown
Common terms and phrases
acquirer acquirer's acquisition action affiliate Alcatel amendment apply appraisal rights approval ArrowPoint assets bidder board of directors business combination business judgment rule cash Cisco common stock company's Compaq corporation's Court of Chancery decision defendants Delaware corporation Delaware Supreme Court disclosure discussed effect equity securities exchange offer executive officers fair value federal fiduciary duty flip-in Form S-4 information required interest investment investors issuer material MBCA meeting ment merger agreement minority shareholders negotiations Note Offer to Purchase Omnicare option outstanding shares Pantry Pride paragraph party percent plaintiffs poison pill proposed prospectus proxy statement purpose pursuant reasonable registration statement Regulation required by Item result Revlon Rights Plan Rule 13e-3 transaction Schedule 14A Schedule 14D-9 SEC's security holders shareholders short-form merger solicitation statute subject company subsidiary takeover target tender offer termination fee tion Unocal valuation Van Gorkom vote Williams Act