This text provides a concise statement of the state corporate and federal securities laws governing mergers and acquisitions law. It is designed for law students taking advanced business law courses such as mergers and acquisitions or corporate finance, lawyers practicing in corporate takeovers, and judges faced with cases arising out of such transactions. This thoroughly updated fourth edition features a considerably expanded treatment of practical aspects, such as drafting merger agreements, preparing disclosure documents, and dealing with takeover defenses.

Imprint: Foundation Press
Series: Concepts and Insights
Publication Date: 10/11/2021

Stephen M. Bainbridge, University of California-L.A. School of Law


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  • First new edition since 2012. Comprehensively brought up to date.
  • Expanded treatment of mergers across state lines and mergers involving LLCs and other unincorporated entities.
  • Expanded discussion of short-form and intermediate-form mergers, as well as other variations on the basic merger.
  • Expanded treatment of the role of lawyers in M&A deals.
  • Considerably expanded treatment of drafting M&A documents. Includes much broader coverage of common merger agreement terms.
  • The material on poison pills has been updated substantially to include NOL and activist pills.

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