Part I: Planning the Transaction
Chapter 1. Finance, Tax and Accounting Issues
Chapter 2. Deal Structure Considerations
Chapter 3. Voting Rules
Part II: Negotiating the Deal and Due Diligence
Chapter 4. The Mating Dance
Chapter 5. Negotiating the Acquisition Agreement
Part III: Bargaining in the Shadow of the Law
Chapter 6. The Duties of the Seller’s Board in Considering a Sale
Chapter 7. Transactions by a Controlling Shareholder
Chapter 8. Special Problems of Leveraged Acquisitions
Chapter 9. The Impact of the Securities Laws