Demystify the takeover process with the straightforward guidance found in Aspen Publishersand#8217; Takeovers: A Strategic Guide to Mergers and Acquisitions, the definitive desk reference to managing the legal, regulatory, and economic aspects of todayand#8217;s increasingly complex corporate combinations, including cross-border acquisitions.
Using the expert insights in this guide to the takeover process, you will swiftly master the nomenclature, tempo of deal-making and techniques for closing in all types of business combinations.Takeovers: A Strategic Guide to Mergers and Acquisitions gives you a practical understanding of the critical procedures, issues, and laws both bidder and target corporations must consider, including:
- How tender offers are regulated
- Proxy contests
- The Hart-Scott-Rodino Act
- Strategic litigation
- Federal regulation of a targetand#8217;s responses to a takeover
- Poison pills
- State takeover legislation
- Deal protections
- Directorsand#8217; duties
- Going private
This updated Third Edition of Takeovers: A Strategic Guide to Mergers and Acquisitions expands the entire book with coverage of such topics as:
- Recent trends in mergers and acquisitions
- The impact of Rule 14d-10 on tender offers and proposed SEC amendments clarifying the rule
- Developments in insider trading law
- Proposed amendments to the proxy rules allowing delivery of proxy materials via the Internet
- Stockholder proposals relating to poison pills and majority voting
- Changes in the Hart- Scott-Rodino rules
- Political considerations in cross-border Mandamp;A and increased attention to the role of CFIUS
- How the Foreign Corrupt Practices Act and the USA Patriot Act have affected Mandamp;A
- Developments in the standards of judicial review applicable to director actions
- Developments relating to deal protection
- Changes in federal tax rules affecting business combinations
Presented in a very tall (four inches) three-ring binder, this third edition reference is intended for lawyers who are not only expected to understand what's going on during unsolicited (hostile) takeovers--but are expected to control the process and explain the moves to directors, executives, and employees. It also offers an accessible overview for others with more peripheral responsibilities in such mergers and acquisitions--outside counsel, bankers, and corporate officers. Tabbed dividers organize the contents in sections addressing considerations for the bidder, and for the target, special takeover-related topics, and a table of cases. Coverage includes how tender offers are regulated in the US, tender offer tactics, proxy contests, the Hart-Scott-Rodino Act, strategic litigation, cross-border transactions, planning for the defense, federal regulation of a target's responses to a takeover, poison pills, antitrust defenses, and how to protect a negotiated transaction against a competing bid, among other topics. The five authors are affiliated with Debevoise & Plimpton LLP. Annotation ©2011 Book News, Inc., Portland, OR (booknews.com)
