An Overview of Takeover Defenses

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Author :
Publisher : Palala Press
ISBN 13 : 9781378121375
Total Pages : 38 pages
Book Rating : 4.1/5 (213 download)

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Book Synopsis An Overview of Takeover Defenses by : Richard S. Ruback

Download or read book An Overview of Takeover Defenses written by Richard S. Ruback and published by Palala Press. This book was released on 2018-02-19 with total page 38 pages. Available in PDF, EPUB and Kindle. Book excerpt: This work has been selected by scholars as being culturally important, and is part of the knowledge base of civilization as we know it. This work was reproduced from the original artifact, and remains as true to the original work as possible. Therefore, you will see the original copyright references, library stamps (as most of these works have been housed in our most important libraries around the world), and other notations in the work. This work is in the public domain in the United States of America, and possibly other nations. Within the United States, you may freely copy and distribute this work, as no entity (individual or corporate) has a copyright on the body of the work. As a reproduction of a historical artifact, this work may contain missing or blurred pages, poor pictures, errant marks, etc. Scholars believe, and we concur, that this work is important enough to be preserved, reproduced, and made generally available to the public. We appreciate your support of the preservation process, and thank you for being an important part of keeping this knowledge alive and relevant.

Corporate Takeovers

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Author :
Publisher : University of Chicago Press
ISBN 13 : 0226032167
Total Pages : 354 pages
Book Rating : 4.2/5 (26 download)

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Book Synopsis Corporate Takeovers by : Alan J. Auerbach

Download or read book Corporate Takeovers written by Alan J. Auerbach and published by University of Chicago Press. This book was released on 2013-12-30 with total page 354 pages. Available in PDF, EPUB and Kindle. Book excerpt: The takeover boom that began in the mid-1980s has exhibited many phenomena not previously observed, such as hostile takeovers and takeover defenses, a widespread use of cash as a means of payment for targeted firms, and the acquisitions of companies ranking among the largest in the country. With the aim of more fully understanding the implications of such occurances, contributors to this volume consider a broad range of issues as they analyze mergers and acquisitions and study the takeoveer process itself.

SEC News Digest

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Publisher :
ISBN 13 :
Total Pages : 644 pages
Book Rating : 4.3/5 ( download)

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Book Synopsis SEC News Digest by : United States. Securities and Exchange Commission

Download or read book SEC News Digest written by United States. Securities and Exchange Commission and published by . This book was released on 1977-07 with total page 644 pages. Available in PDF, EPUB and Kindle. Book excerpt: Lists documents available from Public Reference Section, Securities and Exchange Commission.

Takeover Defense

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Author :
Publisher : Aspen Publishers
ISBN 13 : 9780735594142
Total Pages : 2908 pages
Book Rating : 4.5/5 (941 download)

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Book Synopsis Takeover Defense by : Fleisher

Download or read book Takeover Defense written by Fleisher and published by Aspen Publishers. This book was released on 2009-12-01 with total page 2908 pages. Available in PDF, EPUB and Kindle. Book excerpt: Takeover Defense, Mergers and Acquisitions is the must-have resource for attorneys representing any target--or potential target--of takeover activities. This one-of-a-kind reference provides: In-depth analysis of all significant laws, rules, cases, issues and tactics State-of-the-art practical guidance, including valuable forms and exhibits A truly unique focus on the concerns of public companies facing challenges by activists, hostile bids, or those planning strategic mergers and acquisitions Expanded full treatment of merger and sale transactions Takeover Defense, Mergers and Acquisitions, the re-titled Seventh Edition of Takeover Defense is the only treatise on corporate acquisitions written specifically from the viewpoint of the target corporation. And the new change of title reflects the expanded full treatment of merger and sale transactions --whether or not triggered by a hostile takeover bid. Providing authoritative guidance on every aspect of planning for an M&A transaction, or defending against, and seeking alternatives to a hostile takeover, this resource stands out as the most comprehensive and up-to-date guide currently available. If you don't have the answers to these crucial questions--you might have trouble: In the brave new world of government bail-outs, what are the rules for executive compensation and how should boards react? What is the new paradigm for acquisition agreements to address financing difficulties? How are reverse breakup fees, damage parameters and financing outs used and drafted? How has an SEC rule change caused a resurgence of tender offers? What is new in tender offer rules and tactics, including the use of top-up options? How should management and boards deal with the proxy advisory firms and institutional investors? How have shark repellents been attacked and dismantled by activists? What are the consequences and what are the board's options? Can the board resort to self-help in adopting by-law changes without a shareholder vote? What type of advance notice by-law should the company have? Proxy contests, both traditional and "short-slate" campaigns, have become much more frequent--how should boards prepare and respond? What is the effect of having a "majority voting" standard and how should it be defined? What will be the effect of proxy access and elimination of broker discretionary voting? What are the current rules defining the fiduciary duties of directors in considering unsolicited bids or strategic mergers and what courses of action are available to the board? What are the permissible techniques for selling a company? When do "go-shops" make sense? Can a buyer "lock-up" a deal with a control shareholder? How do antitrust considerations affect the board's options and strategy? What is the state of the art in poison pills? What is the utility and appropriateness of adopting an NOL (net-operating loss) poison pill?

Mergers, Acquisitions, and Other Restructuring Activities

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Author :
Publisher : Academic Press
ISBN 13 : 0123854857
Total Pages : 784 pages
Book Rating : 4.1/5 (238 download)

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Book Synopsis Mergers, Acquisitions, and Other Restructuring Activities by : Donald DePamphilis

Download or read book Mergers, Acquisitions, and Other Restructuring Activities written by Donald DePamphilis and published by Academic Press. This book was released on 2011-08-22 with total page 784 pages. Available in PDF, EPUB and Kindle. Book excerpt: Two strengths distinguish this textbook from others. One is its presentation of subjects in the contexts wherein they occur. The other is its use of current events. Other improvements have shortened and simplified chapters, increased the numbers and types of pedagogical supplements, and expanded the international appeal of examples.

Mergers and Acquisitions Basics

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Author :
Publisher : Academic Press
ISBN 13 : 0080959091
Total Pages : 290 pages
Book Rating : 4.0/5 (89 download)

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Book Synopsis Mergers and Acquisitions Basics by : Donald DePamphilis

Download or read book Mergers and Acquisitions Basics written by Donald DePamphilis and published by Academic Press. This book was released on 2010-10-29 with total page 290 pages. Available in PDF, EPUB and Kindle. Book excerpt: Mergers and Acquisitions Basics: All You Need to Know provides an introduction to the fundamental concepts of mergers and acquisitions. Key concepts discussed include M&As as change agents in the context of corporate restructuring; legal structures and strategies employed in corporate restructuring; takeover strategies and the impact on corporate governance; takeover defenses; and players who make mergers and acquisitions happen. The book also covers developing a business plan and the tools used to evaluate, display, and communicate information to key constituencies both inside and outside the corporation; the acquisition planning process; the negotiation, integration planning, and closing phases; financing transactions; and M&A post-merger integration.This book is written for buyers and sellers of businesses, financial analysts, chief executive officers, chief financial officers, operating managers, investment bankers, and portfolio managers. Others who may have an interest include bank lending officers, venture capitalists, government regulators, human resource managers, entrepreneurs, and board members. The book may also be used as a companion or supplemental text for undergraduate and graduate students taking courses on mergers and acquisitions, corporate restructuring, business strategy, management, governance, and entrepreneurship. - Describes a broad view of the mergers and acquisition process to illustrate agents' interactions - Simplifies without overgeneralizing - Bases conclusions on empirical evidence, not experience and opinion - Features a recent business case at the end of each chapter

Defense Strategies Against Hostile Takeovers

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Publisher : GRIN Verlag
ISBN 13 : 3638803597
Total Pages : 93 pages
Book Rating : 4.6/5 (388 download)

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Book Synopsis Defense Strategies Against Hostile Takeovers by : Jan Steinbächer

Download or read book Defense Strategies Against Hostile Takeovers written by Jan Steinbächer and published by GRIN Verlag. This book was released on 2007-09 with total page 93 pages. Available in PDF, EPUB and Kindle. Book excerpt: Bachelor Thesis from the year 2007 in the subject Business economics - Miscellaneous, grade: 94,0 %, International University of Monaco, 65 entries in the bibliography, language: English, abstract: Objective of this thesis was to identify the trends and developments of country-specific defense strategies against hostile takeovers and their determinants. Thus, it was necessary to analyze which possibilities of corporate defense would actually be feasible in certain countries. Defense strategies were subdivided into preventive and ad-hoc strategies. National characteristics and differentiators were shown and analyzed regarding their suitability as a defense measure. Especially in France and Germany the big influential players have been in a process of change: banks and governments are pursuing different investment strategies and companies loose their "systematic protection". The example of Germany illustrates that companies are looking for protective alternatives as old structures like the Rhenish capitalism are breaking up. The growth of M&A activities, especially of hostile takeovers, has affected national legislation to tighten their regulations; France has lifted barriers regarding takeovers (both friendly and hostile) regarding 11 specific industries at the time being. This example illustrates the increasingly protectionist behavior in Europe on a governmental level. Corporate Governance generally takes shareholders more and more into consideration regarding the vote on the adoption of defense measures and golden parachutes. In the US, companies started to diminish golden parachutes as a result of the proposal of activist shareholders. In many European countries, however, there are still enough loopholes to avoid foregone shareholder voting. A contrary trend is to be seen in the US, where poison pills are diminished on a fast pace. In addition, shareholders vote increasingly in favor of declassified boards. Golden parachutes are still prevalent, but not

Hostile Takeover

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Author :
Publisher : Crown
ISBN 13 : 0307237354
Total Pages : 386 pages
Book Rating : 4.3/5 (72 download)

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Book Synopsis Hostile Takeover by : David Sirota

Download or read book Hostile Takeover written by David Sirota and published by Crown. This book was released on 2007-05-22 with total page 386 pages. Available in PDF, EPUB and Kindle. Book excerpt: Do you ever wonder if there’s a connection between the corruption scandals in the news and the steady decline in the quality of life for millions of Americans? Do you ever wonder what corporations get for the millions of dollars they pour into the American political system? Do you ever think the government has been hijacked by forces hostile to average Americans? Do you ever want to fight back? Millions of Americans lack health care and millions more struggle to afford it. Politicians claim they care, then pass legislation that just sends more cash to the HMOs. Wages have been stagnant for thirty years, even as corporate profits skyrocket. Politicians say they want to fix the problem and then pass bills written by lobbyists that drive wages even lower and punish those crushed by debt. Jobs are being shipped overseas, pensions are being cut, and energy is becoming unaffordable. And our government, more concerned about maintaining its corporate sponsorship than protecting its citizens, does nothing about it. In Hostile Takeover, David Sirota, a major new voice in American politics, seeks to open the eyes of ordinary Americans to the fact that corporate interests have undermined democracy, aided and abetted by their lackeys in our allegedly representative government. At a time when more and more of America’s major political leaders are being indicted or investigated for corruption, Sirota takes readers on a journey that shows how all of this nefarious behavior happened right under our noses—and how the high-profile scandals are merely one product of a political system and debate wholly owned by Big Money interests. Sirota considers major public issues that feel intractable—like spiraling health care costs, the outsourcing of jobs, the inequities of the tax code, and out-of-control energy prices—and shows how in each case workable solutions are buried under the lies of lobbyists, the influence of campaign cash, and the ubiquitous spin machine financed by Big Business. With fiery passion, pinpoint wit, and lucid analysis, Hostile Takeover reveals the true enemies of reform and their increasingly sophisticated—and hostile—tactics. It’s an essential guidebook for those of us tired of the government selling us out—and determined to take our country back. Also available as an eBook

Barbarians at the Gate

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Publisher : Harper Collins
ISBN 13 : 0061804037
Total Pages : 596 pages
Book Rating : 4.0/5 (618 download)

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Book Synopsis Barbarians at the Gate by : Bryan Burrough

Download or read book Barbarians at the Gate written by Bryan Burrough and published by Harper Collins. This book was released on 2009-10-13 with total page 596 pages. Available in PDF, EPUB and Kindle. Book excerpt: #1 New York Times bestseller and arguably the best business narrative ever written, Barbarians at the Gate is the classic account of the fall of RJR Nabisco at the hands of a buyout from investment firm KKR. A book that stormed both the bestseller list and the public imagination, a book that created a genre of its own, and a book that gets at the heart of Wall Street and the '80s culture it helped define, Barbarians at the Gate is a modern classic—a masterpiece of investigatory journalism and a rollicking book of corporate derring-do and financial swordsmanship. The fight to control RJR Nabisco during October and November of 1988 was more than just the largest takeover in Wall Street history. Marked by brazen displays of ego not seen in American business for decades, it became the high point of a new gilded age and its repercussions are still being felt. The tale remains the ultimate story of greed and glory—a story and a cast of characters that determined the course of global business and redefined how deals would be done and fortunes made in the decades to come. Barbarians at the Gate is the gripping account of these two frenzied months, of deal makers and publicity flaks, of an old-line industrial powerhouse (home of such familiar products a Oreos and Camels) that became the victim of the ruthless and rapacious style of finance in the 1980s. As reporters for The Wall Street Journal, Burrough and Helyar had extensive access to all the characters in this drama. They take the reader behind the scenes at strategy meetings and society dinners, into boardrooms and bedrooms, providing an unprecedentedly detailed look at how financial operations at the highest levels are conducted but also a richly textured social history of wealth at the twilight of the Reagan era. At the center of the huge power struggle is RJR Nabisco's president, the high-living Ross Johnson. It's his secret plan to buy out the company that sets the frenzy in motion, attracting the country's leading takeover players: Henry Kravis, the legendary leveraged-buyout king of investment firm KKR, whose entry into the fray sets off an acquisitive commotion; Peter Cohen, CEO of Shearson Lehman Hutton and Johnson's partner, who needs a victory to propel his company to an unchallenged leadership in the lucrative mergers and acquisitions field; the fiercely independent Ted Forstmann, motivated as much by honor as by his rage at the corruption he sees taking over the business he cherishes; Jim Maher and his ragtag team, struggling to regain credibility for the decimated ranks at First Boston; and an army of desperate bankers, lawyers, and accountants, all drawn inexorably to the greatest prize of their careers—and one of the greatest prizes in the history of American business. Written with the bravado of a novel and researched with the diligence of a sweeping cultural history, Barbarians at the Gate is present at the front line of every battle of the campaign. Here is the unforgettable story of that takeover in all its brutality. In a new afterword specially commissioned for the story's 20th anniversary, Burrough and Helyar return to visit the heroes and villains of this epic story, tracing the fallout of the deal, charting the subsequent success and failure of those involved, and addressing the incredible impact this story—and the book itself—made on the world.

The Predators' Ball

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Author :
Publisher : Simon & Schuster
ISBN 13 : 1982144262
Total Pages : 400 pages
Book Rating : 4.9/5 (821 download)

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Book Synopsis The Predators' Ball by : Connie Bruck

Download or read book The Predators' Ball written by Connie Bruck and published by Simon & Schuster. This book was released on 2020-02-04 with total page 400 pages. Available in PDF, EPUB and Kindle. Book excerpt: “Connie Bruck traces the rise of this empire with vivid metaphors and with a smooth command of high finance’s terminology.” —The New York Times “The Predators’ Ball is dirty dancing downtown.” —New York Newsday From bestselling author Connie Bruck, The Predators’ Ball dramatically captures American business history in the making, uncovering the philosophy of greed that dominated Wall Street in the 1980s. During the 1980s, Michael Milken at Drexel Burnham Lambert was the Billionaire Junk Bond King. He invented such things as “the highly confident letter” (“I’m highly confident that I can raise the money you need to buy company X”) and the “blind pool” (“Here’s a billion dollars: let us help you buy a company”), and he financed the biggest corporate raiders—men like Carl Icahn and Ronald Perelman. And then, on September 7, 1988, things changed... The Securities and Exchange Commission charged Milken and Drexel Burnham Lambert with insider trading and stock fraud. Waiting in the wings was the US District Attorney, who wanted to file criminal and racketeering charges. What motivated Milken in his drive for power and money? Did Drexel Burnham Lambert condone the breaking of laws?

Takeovers and Freezeouts

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Publisher : Law Journal Press
ISBN 13 : 9781588520050
Total Pages : 1168 pages
Book Rating : 4.5/5 (2 download)

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Book Synopsis Takeovers and Freezeouts by : Martin Lipton

Download or read book Takeovers and Freezeouts written by Martin Lipton and published by Law Journal Press. This book was released on 2023-12-28 with total page 1168 pages. Available in PDF, EPUB and Kindle. Book excerpt: Takeovers & Freezeouts addresses important legal developments concerning topics such as: Sarbanes-Oxley, reducing vulnerability to hostile takeovers, specific responses to overtures and takeover bids.

Takeover Madness

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Author :
Publisher : John Wiley & Sons
ISBN 13 :
Total Pages : 424 pages
Book Rating : 4.:/5 (321 download)

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Book Synopsis Takeover Madness by : Allen Michel

Download or read book Takeover Madness written by Allen Michel and published by John Wiley & Sons. This book was released on 1986 with total page 424 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book uses real, often well-known case studies to show how some of the biggest and most powerful companies survived take-over bids. It describes defense strategies, organized by type, and shows how defense strategy worked, what variables affected the outcome, and the impact of the maneuvers on the company. The book names names and points fingers.

Comparative Takeover Regulation

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Publisher : Cambridge University Press
ISBN 13 : 1107195276
Total Pages : 545 pages
Book Rating : 4.1/5 (71 download)

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Book Synopsis Comparative Takeover Regulation by : Umakanth Varottil

Download or read book Comparative Takeover Regulation written by Umakanth Varottil and published by Cambridge University Press. This book was released on 2017-10-26 with total page 545 pages. Available in PDF, EPUB and Kindle. Book excerpt: Comparative Takeover Regulation compares the laws relating to takeovers in leading Asian economies and relates them to broader global developments. It is ideal for educational institutions that teach corporate law, corporate governance, and mergers and acquisitions, as well as for law firms, corporate counsel and other practitioners.

Model Rules of Professional Conduct

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Publisher : American Bar Association
ISBN 13 : 9781590318737
Total Pages : 216 pages
Book Rating : 4.3/5 (187 download)

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Book Synopsis Model Rules of Professional Conduct by : American Bar Association. House of Delegates

Download or read book Model Rules of Professional Conduct written by American Bar Association. House of Delegates and published by American Bar Association. This book was released on 2007 with total page 216 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Model Rules of Professional Conduct provides an up-to-date resource for information on legal ethics. Federal, state and local courts in all jurisdictions look to the Rules for guidance in solving lawyer malpractice cases, disciplinary actions, disqualification issues, sanctions questions and much more. In this volume, black-letter Rules of Professional Conduct are followed by numbered Comments that explain each Rule's purpose and provide suggestions for its practical application. The Rules will help you identify proper conduct in a variety of given situations, review those instances where discretionary action is possible, and define the nature of the relationship between you and your clients, colleagues and the courts.

Hostile Takeovers - the Use of Attack and Defence Strategies

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Author :
Publisher : GRIN Verlag
ISBN 13 : 365606315X
Total Pages : 93 pages
Book Rating : 4.6/5 (56 download)

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Book Synopsis Hostile Takeovers - the Use of Attack and Defence Strategies by : Panagiotis Papadopoulos

Download or read book Hostile Takeovers - the Use of Attack and Defence Strategies written by Panagiotis Papadopoulos and published by GRIN Verlag. This book was released on 2011-11 with total page 93 pages. Available in PDF, EPUB and Kindle. Book excerpt: Doctoral Thesis / Dissertation from the year 2011 in the subject Business economics - Accounting and Taxes, grade: 70, University of Westminster (Westminster Business School), course: MSc Finance and Accounting - Master Dissertation, language: English, abstract: The attack and defence strategies are of critical importance for the situation of a takeover-bid from the view of the target company or the investor (raider). They can be crucial factor whether the acquisition is successful or not. Several strategies are discussed and are evidenced on the basis of practical examples. Of special importance is the development of the bid premia during the takeover process and the impact to the shareholders wealth. It can be observed that through decades and several takeover waves in the 20th century specific defence strategies pointed out as favourites in use for target managers. This project reviews the motivations for hostile takeovers, structures the random literature in this field, discusses the effects and impacts of popular attacks and defences and showcases several high-profile takeover bids.

Mergers, Acquisitions, and Corporate Restructurings

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Author :
Publisher : John Wiley & Sons
ISBN 13 : 1119380731
Total Pages : 819 pages
Book Rating : 4.1/5 (193 download)

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Book Synopsis Mergers, Acquisitions, and Corporate Restructurings by : Patrick A. Gaughan

Download or read book Mergers, Acquisitions, and Corporate Restructurings written by Patrick A. Gaughan and published by John Wiley & Sons. This book was released on 2017-11-27 with total page 819 pages. Available in PDF, EPUB and Kindle. Book excerpt: The essential M&A primer, updated with the latest research and statistics Mergers, Acquisitions, and Corporate Restructurings provides a comprehensive look at the field's growth and development, and places M&As in realistic context amidst changing trends, legislation, and global perspectives. All-inclusive coverage merges expert discussion with extensive graphs, research, and case studies to show how M&As can be used successfully, how each form works, and how they are governed by the laws of major countries. Strategies and motives are carefully analyzed alongside legalities each step of the way, and specific techniques are dissected to provide deep insight into real-world operations. This new seventh edition has been revised to improve clarity and approachability, and features the latest research and data to provide the most accurate assessment of the current M&A landscape. Ancillary materials include PowerPoint slides, a sample syllabus, and a test bank to facilitate training and streamline comprehension. As the global economy slows, merger and acquisition activity is expected to increase. This book provides an M&A primer for business executives and financial managers seeking a deeper understanding of how corporate restructuring can work for their companies. Understand the many forms of M&As, and the laws that govern them Learn the offensive and defensive techniques used during hostile acquisitions Delve into the strategies and motives that inspire M&As Access the latest data, research, and case studies on private equity, ethics, corporate governance, and more From large megadeals to various forms of downsizing, a full range of restructuring practices are currently being used to revitalize and supercharge companies around the world. Mergers, Acquisitions, and Corporate Restructurings is an essential resource for executives needing to quickly get up to date to plan their own company's next moves.

Mergers and Acquisitions

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Author :
Publisher :
ISBN 13 :
Total Pages : 308 pages
Book Rating : 4.F/5 ( download)

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Book Synopsis Mergers and Acquisitions by : Stephen M. Bainbridge

Download or read book Mergers and Acquisitions written by Stephen M. Bainbridge and published by . This book was released on 2009 with total page 308 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book is designed for law students taking an advanced business law course such as Mergers & Acquisitions or Corporate Finance, with a primary emphasis on corporate and securities law issues. While the text has a strong emphasis on the doctrinal issues taught in today's M&A classes, it also places significant emphasis on providing an economic analysis of the major issues in that course. The text thus offers not only with an overview of the black letter law, but also a unifying method of thinking about the subject.