336 Mergers & Acquisitions: A Practitioner's Perspective

This two-credit course will consider and analyze corporate mergers and acquisitions and the process of initiating and completing a corporate acquisition. Topics covered will include the structures commonly used in M&A transactions (and the factors affecting choice of deal structure); strategies employed by the acquiring company and the target firm in negotiating an acquisition and the differing roles played by the various parties involved; the critical role of information in M&A deals; conducting due diligence; the elements and structure of a typical acquisition agreement; certain techniques for effective drafting of M&A agreements; the roles and responsibilities of management, Boards of Directors and shareholders in connection with transactions; securities laws affecting transactions; acquisition financing; and getting the transaction to closing.

Pre/co-requisites: 
Course Areas of Practice
Course Type
Lecture
Learning Outcomes
Knowledge and understanding of substantive and procedural law
2018
Spring 2018
Course Number Course Credits Evaluation Method Instructor Meeting Day/Times Room

336.01 2
  • Final Exam
Geoff Krouse Tu 8:30-10:20 AM 3041

This two-credit course will consider and analyze corporate mergers and acquisitions and the process of initiating and completing a corporate acquisition. Topics covered will include the structures commonly used in M&A transactions (and the factors affecting choice of deal structure); strategies employed by the acquiring company and the target firm in negotiating an acquisition and the differing roles played by the various parties involved; the critical role of information in M&A deals; conducting due diligence; the elements and structure of a typical acquisition agreement; certain techniques for effective drafting of M&A agreements; the roles and responsibilities of management, Boards of Directors and shareholders in connection with transactions; securities laws affecting transactions; acquisition financing; and getting the transaction to closing.

Pre/Co-requisites
Enrollment Restrictions
None
2017
Spring 2017
Course Number Course Credits Evaluation Method Instructor Meeting Day/Times Room

336.01 2
  • Scheduled in-class examination
Geoff Krouse Tu 9:00-10:50 AM 3041

This two-credit course will consider and analyze corporate mergers and acquisitions and the process of initiating and completing a corporate acquisition. Topics covered will include the structures commonly used in M&A transactions (and the factors affecting choice of deal structure); strategies employed by the acquiring company and the target firm in negotiating an acquisition and the differing roles played by the various parties involved; the critical role of information in M&A deals; conducting due diligence; the elements and structure of a typical acquisition agreement; certain techniques for effective drafting of M&A agreements; common "specialist" issues (environmental, employment, intellectual property); the roles and responsibilities of management, Boards of Directors and shareholders in connection with transactions; securities laws affecting public company transactions; and getting the transaction to closing.

Syllabus: PDF icon 336.01.Spring2017-syllabus.pdf

Pre/Co-requisites
Enrollment Restrictions
None
2016
Spring 2016
Course Number Course Credits Evaluation Method Instructor Meeting Day/Times Room

336.01 3 Urska Velikonja TuTh 3:45-5:05 PM 3041

This three-credit course will consider corporate mergers and acquisitions, the laws governing such transactions, and the process of initiating and completing a corporate acquisition. Topics covered will include the structures commonly used in M&A transactions (and the factors affecting choice of deal structure); strategies employed by the acquiring company and the target firm in negotiating an acquisition; the critical role of information in M&A deals; due diligence of the target firm; the roles and responsibilities of management, Boards of Directors and shareholders; hostile takeovers, poison pills and other takeover defenses; securities laws affecting public company transactions; and the rise of activist shareholders.

Pre/Co-requisites

Business Associations (Law 210).

M&A is not recommended for students who have already taken Deal Skills for the Transactional Lawyer (Law 777).

Enrollment Restrictions
None

*Please note that this information is for planning purposes only, and should not be relied upon for the schedule for a given semester. Faculty leaves and sabbaticals, as well as other curriculum considerations, will sometimes affect when a course may be offered.