This course is a practical introduction to the law of mergers and acquisitions (M&A). For many companies and entrepreneurs, an M&A transaction can be a key driver of growth, the fabled lucrative exit, a limited value “acquihire” or the beginning of a disaster. We will study the law and process of initiating and completing a corporate acquisition. We will cover the common structures used in M&A transactions (and how that structure is chosen); strategies employed by the acquirer and the target in negotiating an acquisition and the differing roles and interests of the various parties, including management, directors, shareholders and lawyers. We will study the critical role of information in M&A; due diligence; the elements and structure of a typical acquisition agreement. We will include the review of statutes specific to M&A deals, particularly state and federal statutes and cases. Each class will incorporate current events and consider generally the practice of M&A deals, from initial strategy through closing.

Pre-requisite: Business Associations.