Penn State Law Review Symposium

THE DEAL LAWYERS’ GUIDE TO PUBLIC AND PRIVATE COMPANY ACQUISITIONS

The Penn State Law Review is pleased to announce the 2011-12 symposium issue, The Deal Lawyer’s Guide to Public and Private Company Acquisitions. The print issue of the symposium will contain annotated transcripts from panels of leading M&A attorneys who will engage in mock negotiations intended to highlight complex issues and recent developments in M&A law.  A special edition of the Penn State Law Review, Volume 116, Issue 3, will be available in April 2012 for individual purchase in hardcover format.

For additional information or if you are interested in ordering a copy, please email editor@pennstatelawreview.org.

ANNOTATED TRANSCRIPTS

Panel discussions from the 8th Annual Institute on Corporate, Securities, and Related Aspects of Mergers and Acquisitions:

  • Public Company Acquisition:  A Mock Negotiation, including Perspectives on Delaware Corporate Law, Antitrust, Proxy Solicitations, and Public Relations
      Discussion led by Rick Climan (Dewey & LeBoeuf LLP)
  • Private Company Acquisition:  A Mock Negotiation, including Perspectives on Investment Banking, Tax, and European Issues
      Discussion led by Byron Egan (Jackson Walker L.L.P.)
  • Mock Argument Before the Delaware Supreme Court on the Airgas Poison Pill Decision

ARTICLES

Addressing various practical and legal aspects of mergers and acquisitions, including:

  • Asset Acquisitions:  Assuming and Avoiding Liabilities
      Byron F. Egan (Jackson Walker L.L.P)
  • Delaware Fiduciary Duties
      William M. Lafferty (Morris, Nichols, Arsht & Tunnell LLP)
      Lisa A. Schmidt (Richards, Layton & Finger, P.A.)
      Donald J. Wolfe, Jr. (Potter Anderson & Corroon LLP)
  • Basic Tax Issues in Acquisition Transactions
      Michael L. Schler (Cravath, Swaine & Moore LLP)
  • Exchange Consolidations:  Help or Hospice?
      Philip McBride Johnson (Skadden, Arps, Slate, Meagher & Flom LLP and Affiliates, retired)
  • Judge and Banker Valuation Analyses in the Delaware Courts
      William A. Groll (Cleary Gottlieb Steen & Hamilton LLP)
      David Leinwand (Cleary Gottlieb Steen & Hamilton LLP)