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Takeovers: A Strategic Guide to Mergers and Acquisitions, Third Edition by Meredith M. Brown, Ralph C. Ferrara, Paul S. Bird, Gary W. Kubek, William D. Regner

The Most Practical One-Volume Takeover Guide Available Today
Takeovers: A Strategic Guide to Mergers and Acquisitions, Third Edition
by Meredith M. Brown, Ralph C. Ferrara, Paul S. Bird, Gary W. Kubek, William D. Regner
List Price: $385.00  
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Imprint: Aspen Publishers
ISBN: 9780735597648
Looseleaf: 1,010 pages
Last Updated: 10/3/2012
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Demystify the takeover process with the straightforward guidance found in Aspen Publishers’ Takeovers: A Strategic Guide to Mergers and Acquisitions, the definitive desk reference to managing the legal, regulatory, and economic aspects of today’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 target’s responses to a takeover
  • Poison pills
  • State takeover legislation
  • Deal protections
  • Directors’ 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 M&A and increased attention to the role of CFIUS
  • How the Foreign Corrupt Practices Act and the USA Patriot Act have affected M&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


PART I. CONSIDERATIONS FOR THE BIDDER

  • 1. PLANNING FOR A TAKEOVER
  • 2. INITIAL PURCHASES
  • 3. APPROACHING THE TARGET
  • 4. TENDER OFFERS
  • 5. FINANCING OF TENDER OFFERS
  • 6. PROXY CONTESTS
  • 7. STRATEGIC LITIGATION

PART II. CONSIDERATIONS FOR THE TARGET

  • 8. ADVANCE PLANNING
  • 9. STATE LAW REGULATION OF TENDER OFFER RESPONSES: THE BUSINESS JUDGMENT RULE AND OTHER STANDARDS
  • 10. RESPONDING TO TENDER OFFERS
  • 11. DEFENSIVE STRATEGIES
  • 12. MAKING PEACE

PART III. SPECIAL TAKEOVER-RELATED TOPICS

  • 13. CROSS-BORDER TRANSACTIONS
  • 14. ANTITRUST REQUIREMENTS
  • 15. GOING-PRIVATE TRANSACTIONS
  • 16. STATE TAKEOVER LEGISLATION