Business Planning for Mergers and Acquisitions: Corporate, Securities, Tax, Antitrust, International, and Related M&A Issues, Third Edition / Edition 3

Hardcover (Print)
Buy Used
Buy Used from
(Save 36%)
Item is in good condition but packaging may have signs of shelf wear/aging or torn packaging.
Condition: Used – Good details
Used and New from Other Sellers
Used and New from Other Sellers
from $15.00
Usually ships in 1-2 business days
(Save 85%)
Other sellers (Hardcover)
  • All (5) from $15.00   
  • New (1) from $105.00   
  • Used (4) from $15.00   


The practice of mergers and acquisitions (M&A) is one of the most challenging areas of the law, and this book is designed to help the reader gain both a practical and theoretical understanding of many of the legal problems a business lawyer will likely encounter in practice when working on M&A deals. The book integrates the discussion of major legal considerations encountered in M&A transactions, including corporate law, securities law, tax law, and antitrust law. The book also focuses on modern valuation principles and on accounting considerations. Separate chapters address international M&A and M&A in the following industries: telcom; media and entertainment; banking and financial institutions; and public utilities. The book also addresses issues that can arise in structuring a joint venture or other strategic alliance, which may be used as an alternative to M&A.
Read More Show Less

Product Details

  • ISBN-13: 9781594602351
  • Publisher: Carolina Academic Press
  • Publication date: 1/14/2008
  • Series: Carolina Academic Press Law Casebook Series
  • Edition description: New Edition
  • Edition number: 3
  • Pages: 1354
  • Product dimensions: 7.30 (w) x 10.30 (h) x 2.10 (d)

Meet the Author

Samuel C. Thompson, Jr. is the Arthur Weiss Distinguished Faculty Scholar, Professor of Law, and Director, Penn State's Center for the Study of Mergers & Acquisitions.
Read More Show Less

Table of Contents

Table of Cases
Preface to the Second Edition
Preface to the First Edition
Ch. 1 Introduction 3
Ch. 2 Directors' Duties in Mergers and Acquisitions 31
Ch. 3 Basic Rules Regarding the Right to Vote and Dissent in Mergers, Compulsory Share Exchanges, and Asset Acquisitions 143
Ch. 4 Introduction to Securities Regulation 231
Ch. 5 Introduction to the Tax Aspects of Mergers and Acquisitions 285
Ch. 6 Introduction to Accounting for Mergers and Acquisitions 315
Ch. 7 Modern Valuation Techniques in Mergers and Acquisitions 345
Ch. 8 Introduction to Antitrust Law Aspects of Mergers and Acquisitions 407
Ch. 9 Hart-Scott-Rodino Premerger Notification 549
Ch. 10 Confidentiality Agreements and Letters of Intent 583
Ch. 11 Acquisition of Stock of Closely-Held Corporation 595
Ch. 12 Acquisition of Assets of Closely-Held Corporation 627
Ch. 13 Acquisition of a Publicly-Held Target in a Negotiated Merger 645
Ch. 14 Special Problems in Leveraged and Management Buyouts 717
Ch. 15 Drafting Stock Purchase Agreements, Asset Acquisition Agreements, and Merger Agreements 767
Ch. 16 Proxy Contests 801
Ch. 17 Introduction to the Williams Act 825
Ch. 18 Regulation of Open Market Purchases 835
Ch. 19 Definition of Tender Offer 853
Ch. 20 Third Party Tender Offers: The SEC's Rules Under Sections 14(d) and (e) 869
Ch. 21 SEC's Rules on Tender Offers by Issuers 943
Ch. 22 State Regulation of Tender Offers 949
Ch. 23 Target's Defensive Actions 977
Ch. 24 Second Step and Freezeout Mergers 1049
Ch. 25 Spinoffs 1079
Ch. 26 International Acquisitions 1091
Ch. 27 Acquisitions of Banks and Bank Holding Companies: Impact of the New Financial Holding Company 1201
Ch. 28 Introduction to Issues in Telecommunications Mergers and Acquisitions 1251
Ch. 29 Introduction to Joint Ventures and Strategies Alliances: An Alternative to Merger 1311
Read More Show Less

Customer Reviews

Be the first to write a review
( 0 )
Rating Distribution

5 Star


4 Star


3 Star


2 Star


1 Star


Your Rating:

Your Name: Create a Pen Name or

Barnes & Review Rules

Our reader reviews allow you to share your comments on titles you liked, or didn't, with others. By submitting an online review, you are representing to Barnes & that all information contained in your review is original and accurate in all respects, and that the submission of such content by you and the posting of such content by Barnes & does not and will not violate the rights of any third party. Please follow the rules below to help ensure that your review can be posted.

Reviews by Our Customers Under the Age of 13

We highly value and respect everyone's opinion concerning the titles we offer. However, we cannot allow persons under the age of 13 to have accounts at or to post customer reviews. Please see our Terms of Use for more details.

What to exclude from your review:

Please do not write about reviews, commentary, or information posted on the product page. If you see any errors in the information on the product page, please send us an email.

Reviews should not contain any of the following:

  • - HTML tags, profanity, obscenities, vulgarities, or comments that defame anyone
  • - Time-sensitive information such as tour dates, signings, lectures, etc.
  • - Single-word reviews. Other people will read your review to discover why you liked or didn't like the title. Be descriptive.
  • - Comments focusing on the author or that may ruin the ending for others
  • - Phone numbers, addresses, URLs
  • - Pricing and availability information or alternative ordering information
  • - Advertisements or commercial solicitation


  • - By submitting a review, you grant to Barnes & and its sublicensees the royalty-free, perpetual, irrevocable right and license to use the review in accordance with the Barnes & Terms of Use.
  • - Barnes & reserves the right not to post any review -- particularly those that do not follow the terms and conditions of these Rules. Barnes & also reserves the right to remove any review at any time without notice.
  • - See Terms of Use for other conditions and disclaimers.
Search for Products You'd Like to Recommend

Recommend other products that relate to your review. Just search for them below and share!

Create a Pen Name

Your Pen Name is your unique identity on It will appear on the reviews you write and other website activities. Your Pen Name cannot be edited, changed or deleted once submitted.

Your Pen Name can be any combination of alphanumeric characters (plus - and _), and must be at least two characters long.

Continue Anonymously

    If you find inappropriate content, please report it to Barnes & Noble
    Why is this product inappropriate?
    Comments (optional)