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.

Enrollment Prerequisite

Law 210 Business Association is a prerequisite.   International LLMs may be permitted to take Law 336 Mergers & Acquisitions if concurrently enrolled in Law 210 Business Associations and with instructor permission.

Course Areas of Practice
Course Type
Lecture
Learning Outcomes
Knowledge and understanding of substantive and procedural law
2019
Spring 2019
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.

Syllabus: PDF icon 336.01.Spring2019-syllabus.pdf

Pre/Co-requisites

Law 210 Business Association is a prerequisite.   International LLMs may be permitted to take Law 336 Mergers & Acquisitions if concurrently enrolled in Law 210 Business Associations and with instructor permission.

Enrollment Restrictions
None
2018
Spring 2018
Course Number Course Credits Evaluation Method Instructor Meeting Day/Times Room

336.01 2
  • Final Exam
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.

Syllabus: PDF icon 336.01.Spring2018-syllabus.pdf

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
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.