Mergers and Acquisitions

Author: Robert B. Thompson
Publisher: Wolters Kluwer Law & Business
ISBN: 9781454848141
Release Date: 2014-04-11
Genre: Law

The Second Edition, written by Robert B. Thompson, a leading scholar and teacher in the field, equips students with the legal rules and economic and financial principles they will need to help clients make keen strategic choices during an acquisition. Mergers and Acquisitions: Law and Finance offers up-to-date and rich, yet succinct, coverage with the perfect mix of theory and practice. Features: Cases and materials illustrating the continued judicial tolerance of poison pills, still the most important takeover defense (the Air Products decision) The changing use of staggered boards in the fact of institutional shareholder criticism (e.g., willing to vote against directors who don't remove classified boards) and litigation (the Air Products decision) Judicial efforts to develop a uniform standard for cash-out mergers (the CNX decision) Broadened attention to the role of activist shareholders in takeovers and updating of the CSX decision More material on federal rules including disclosure and antitrust and additional discussion on international aspects

Mergers and Acquisitions

Author: William J. Carney
Publisher: Aspen Publishers Online
ISBN: 9780735583696
Release Date: 2009
Genre: Business & Economics

Offering a big-picture understanding of Mergers and Acquisitions, this brief introduction illuminates essential concepts with informal and approachable exposition. Lucid and succinct, Mergers and Acquisitions: The Essentials, features: a clear overview of deals a detailed discussion of major deal points, including a list of the percentages of deals containing particular provisions a strategic discussion of shareholder voting rules, with current judicial treatment practical coverage of the goals of due diligence a critical look at acquisition agreements clear and focused topical coverage, including the legal duties of a board considering or resisting a sale the duties and liabilities of controlling shareholders the special problems of leverage buyouts the securities laws--mergers, exchange offers, and tender offers Mergers and Acquisitions: The Essentials presents an authoritative and student-friendly description of the law, strategy, and logistics of Mergers and Acquisitions. By closing any gaps in understanding, William J. Carney prepares your students to get the most out of their casebook reading.

Mergers and Acquisitions

Author: Therese H. Maynard
Publisher: Aspen Coursebook
ISBN: 1454871075
Release Date: 2017-02-01
Genre: Law

A concise, accessible, practical, and student-friendly presentation of the mergers and acquisitions materials that law students need to know in order to hit the ground running in a transactional setting. Based on the fundamental precept that students taking the course are curious about the subject, but generally have limited familiarity with the business world of mergers and acquisitions, Mergers and Acquisitions: Cases and Materials, Fourth Edition introduces topics traditionally covered in the study of M&A law in terms that are accessible to the uninitiated law student, demystifying what is often an intimidating and overwhelmingly jargon-laden body of law.

A Path Forward for NAFTA

Author: C. Fred Bergsten
Publisher: Peterson Institute for International Economics
ISBN: 9780881327304
Release Date: 2017-07-17
Genre:

The North American Free Trade Agreement (NAFTA) ranks at the top of anyone’s list of the most controversial trade deals of all time. Reviled by critics as unfair and as a job destroyer, praised by its defenders as having a documented record of success in spurring economic growth, NAFTA reduced tariff barriers to zero for the United States, Mexico, and Canada and led to a tripling of trade among these three countries over the last 23 years. The Peterson Institute for International Economics (PIIE) has abundantly detailed the many gains and acknowledged costs of NAFTA in numerous publications. Now that President Donald Trump has launched a renegotiation of NAFTA—having at least for the moment abandoned his 2016 campaign pledge to cancel the pact outright—the fundamental question is: Can such a renegotiation produce a positive result? A broad range of experts who have contributed to this PIIE Briefing say “yes.” The new negotiations can succeed only if they focus on how the agreement can be updated and upgraded, however. NAFTA can be modernized only if President Trump’s zero-sum “America First” agenda is replaced by one that seeks to benefit all three countries and improve their competitiveness in an increasingly competitive global economy. Prioritizing American interests is of course essential in any US trade negotiation. But an obsessive concern about bilateral trade balances and narrow special interests in the United States, as opposed to broader national and regional interests, would not only deadlock the negotiations but also likely lead to inferior outcomes for all three countries, or even a breakdown in the talks and an abrogation of the agreement. And walking away from NAFTA altogether would be disastrous for consumers, producers, and retailers in the United States. As argued in several chapters of this Briefing, abandoning NAFTA would degrade regional competitiveness and terminate jobs across North America, undoing the integration achieved since the agreement’s inception.

Business Organizations

Author: Aspen Publishers
Publisher: Aspen Publishers Online
ISBN: 9780735569850
Release Date: 2007-11-01
Genre: Law

After your casebook, Casenote Legal Briefs will be your most important reference source for the entire semester. It is the most popular legal briefs series available, with over 140 titles, and is relied on by thousands of students for its expert case summaries, comprehensive analysis of concurrences and dissents, as well as of the majority opinion in the briefs. Casenotes Features: Keyed to specific casebooks by title/author Most current briefs available Redesigned for greater student accessibility Sample briefwith element descriptions called out Redesigned chapter opener provides rule of law and page number for each brief Quick Course Outline chart included with major titles Revised glossary in dictionary format

Business Organizations

Author: Gordon Smith
Publisher: Wolters Kluwer Law & Business
ISBN: 9781454838456
Release Date: 2012-07-12
Genre: Law

Reflecting ongoing changes in the structure and regulation of modern business practice, Business Organizations: Cases, Problems, and Case Studies, now in its Third Edition, offers a unique combination of doctrine, problems, and case studies. Recent, high-interest cases are balanced against classic teaching chestnuts. Brief, innovative problems are used in combination with longer case studies. The hands-on problem sets use actual cases and on-line case files to unveil situations faced by identified companies' bringing the real world, and a wealth of source materials, right into your classroom. At a critical juncture in the history of business law in the U.S., the Third Edition offers timely yet streamlined coverage. Recent legislation and Supreme Court decisions, new and updated problems, and a substantially revised companion website support a clear and sustained examination of the role and purview of the law in business transactions. Offering clear descriptions of developing business law, this vivid and timely casebook features: a discriminating selection of fresh cases and classic chestnuts in-depth coverage of how the law applies to modern business structures, (such as joint ventures, venture capital arrangements, franchises, and new limited liability business forms) as well as growth industries (such as computers, biotechnology, and telecommunications) short problems after selected topics give students practice applying the legal principles covered in that section case studies styled on the B-school model that provide opportunities for in-depth analysis of the law in business transactions hybrid entities treated in detail, including a separate chapter on limited liability Recording a critical moment in the history of business law, the Third Edition examines: recent legislative developments and Supreme Court cases new coverage of Section E, Limited Partnerships, with a focus on private equity LP new and updated problems that consistently reinforce topical coverage additional features on the companion website

Securities Regulation

Author: James D. Cox
Publisher: Wolters Kluwer Law & Business
ISBN: 9781454885665
Release Date: 2016-11-08
Genre: Law

The national reputation of the authors, their balance of practice and doctrine, and a highly teachable structure have all made Securities Regulation: Cases and Materials the best-selling text in the field. Applauded for excellent coverage of the 1934 and 1935 Acts, the text remains sophisticated yet not intimidating. Modular chapters adapt to a variety of teaching styles, giving the instructor flexibility in course design. Well-written, interesting problems expose students to theory as well as the practical issues that impact investors. New to the Eighth Edition: The casebook fully integrates all the newly adopted exemptions such as Regulation A, Crowdfunding, and the newly enacted resale exemption Section 4(a)(7) along with problems developed to illustrate their operation Complete reworking of exemption chapter, including new material and problems on Regulation A+, Crowdfunding, and relaxation of solicitation restrictions for certain Rule 506 offerings Examines market developments such as Unicorns and the disappearance of listings in the U.S. and abroad Changes in underwriting processes with emphasis given to role of research reports in promoting public offerings Compete treatment of the Supreme Court’s 2014 Halliburton decision, and the post-Halliburton developments on proving price distortion and pleading loss causation Thorough treatment of the Supreme Court’s Omnicare decision on liability for statements of opinion Materials and problems on proxy regulation, particularly in the aftermath of the Walmart case under Rule 14a-8 Materials on insider trading tipper-tippee liability in the aftermath of Newman and Salman Contemporary problems facing hedge funds, investment advisers and mutual funds New material on post-Morrision developments affecting extraterritorial application of securities laws New material and problems on real estate as securities including the Ninth Circuit's Salameh decision

Business Organizations

Author: William K. Sjostrom Jr.
Publisher: Wolters Kluwer Law & Business
ISBN: 9781454870982
Release Date: 2015-11-17
Genre: Law

Business Organizations: A Transactional Approach, Second Edition teaches from a transactional perspective and shows how the legal concepts are written in the real world. It has numerous actual provisions from the various documents corporate lawyers draft and review, so that students gain a sense for what corporate lawyers do in practice. With content selected through a corporate lawyer lens, and emphasis on real-world provisions, this is the only Business Organizations casebook on the market allowing students to work with complete transactional documents (e.g., limited liability partnership agreements, LLC operating agreements, certificates of designation, warrant agreements, and shareholders agreements). Featuring numerous exercises, designed to reinforce the covered material and help students develop the planning and problem-solving skills of a corporate lawyer as well as expose students to the documents and issues at the heart of a transactional practice, the book also contains more narrative and fewer cases--legal concepts are covered in concise explanatory text instead of judicial opinions.

Commentaries and Cases on the Law of Business Organization

Author: William T. Allen
Publisher: Wolters Kluwer Law & Business
ISBN: 9781454876502
Release Date: 2016-03-20
Genre: Law

The extraordinary authorship of William T. Allen and Reinier Kraakman provides a unique real-world perspective to Commentaries and Cases on the Law of Business Organization. Logical and flexible organization allows for chapters to be taught in any order to accommodate alternative teaching approaches. Rich commentary in the form of explanatory notes facilitates teaching and understanding. Careful case selection and editing presents both classic and important recent cases. An economic-analysis perspective is made accessible through clear and consistent explanatory text. Examples, hypotheticals, and diagrams illustrate conceptual and theoretical models. The text can easily be used in a Business Organization course with a focus on corporate law. Features: New chapter on basic finance and valuation concepts that updates materials from earlier editions Extensively revised chapter on the corporate voting system which addresses the success of several governance reforms Updated discussion of the duty of loyalty including Delaware benefit corporations and the demise of Emerald Partners II Up-to-date and authoritative commentary on the Delaware case law A presentation centered on the principal-agent problem, which gives students a functional framework for understanding both statutory law and judicial decisions