LAW 5708 - Mergers and Acquisitions

Credit(s): 2
Prerequisite(s) or Co-requisite(s): Business Associations I (LAW 5300 )
Overview of issues relating to business combinations in both the public and private context. Major topics to be studied include: acquisition documents (including stock purchase agreements, asset purchase agreements, merger agreements, confidentiality agreements, letters of intent, and closing documents); structuring of deals; legal duties of boards of directors and dominant shareholders; disclosure requirements of federal and state securities law; successor liability and transfer of assets; state corporate codes relevant to acquisitions; and federal securities laws affecting the mechanics of transactions (proxy, tender offers, public offerings).