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Contents

Mergers and Acquisitions: Cases, Materials, and Problems, 4E

Summary of Contents

Contents
Preface
Acknowledgments

Chapter 1: Introduction to Business Acquisitions
Chapter 2: Corporate Formalities: The Mechanics of Structuring Acquisition Transactions
Chapter 3: Scope of Successor Liability: Transferring the Assets (and Liabilities) of Target Co. to Bidder Co.
Chapter 4: Selected Federal Securities Law Provisions that Apply to Negotiated Business Combinations
Chapter 5: Negotiating and Documenting the Transaction
Chapter 6: Federal Regulation of Stock Purchases: Tender Offers and the Williams Act
Chapter 7: Fiduciary Duty Law: The Responsibilities of Boards of Directors, Senior Executive Officers, and Controlling Shareholders
Chapter 8: Tax, Accounting, and Antitrust Considerations Related to Mergers and Acquisition Transactions

Appendices:
A. Diagrams of Deal Structures to Be Analyzed
B. AT&T–DirecTV Merger Agreement
C. Stock Purchase Agreement
D. Letter of Intent
E. Due Diligence Checklist
F. Closing Checklist
G. Fairness Opinions

Table of Cases
Index