On-Demand   On-Demand Web Programs

Mergers & Acquisitions 2017: Advanced Trends and Developments

Released on: Jan. 26, 2017
Running Time: 12:39:25

Merger and acquisition activity has remained robust in 2016.  The ability to properly advise companies and their boards of directors and to effectively negotiate an M&A transaction requires detailed knowledge of the latest trends and developments affecting M&A. This program will help you stay up-to-date on M&A activity and cutting edge topics and developments regarding the negotiation of key provisions in public company merger agreements, actual or potential financial advisor conflicts of interest, advising companies and boards regarding appropriate board processes, SEC disclosure and other issues and important developments affecting M&A litigation in Delaware. Panels of top industry professionals and judges will discuss these and other developments and highlight specific issues and nuances through mock negotiation of select provisions in a merger agreement and a mock board meeting. 

You will learn:

  • The outlook for mergers and acquisitions in 2017
  • How to analyze and negotiate key provisions of a merger agreement
  • How to best advise a board of directors in the current M&A environment
  • The impact of recent Delaware decisions on standards for assessing board behavior in the context of a sale of a company, the settlement or dismissal of deal litigation, statutory appraisal proceedings, and on actual or potential financial advisor conflicts of interest
  • How law firms can increase the participation of women in M&A
  • The latest tax trends and developments affecting M&A transactions
  • The latest developments in public disclosure requirements affecting the deal environment and much, much more…

Attorneys who counsel companies (both inside and outside counsel), corporate board members, investment bankers and advisors to other M&A participants should view this program. This program will presume a general familiarity with M&A issues and is intended for intermediate to advanced professionals looking to hone their skills.

Special Feature

  • A panel of outstanding M&A practitioners will engage in a critical analysis of a hypothetical M&A transaction through the mock negotiation of key provisions of a merger agreement.

Lecture Topics  [Total time 12:39:25]

Segments with an asterisk (*) are available only with the purchase of the entire program.


  • Opening Remarks* [00:10:33]
    Kevin Miller
  • M&A Dealmaking – A Banker’s View [01:04:57]
    John K. Hughes, David DeNunzio
  • Negotiating the Public Company Merger Agreement [02:03:52]
    Steven M. Haas, Joel I. Greenberg, Stephen M. Kotran, Patricia O. Vella
  • Advising the Board of Directors in an M&A Transaction: an Overview of the Board’s Responsibilities [02:00:22]
    Mark A. Morton, James R. Griffin, David A. Katz, Hon. Joseph R. Slights III, Daniel V. Schleifman
  • Women in M&A [01:00:22]
    Jennifer Muller, Patricia O. Vella, Jane D. Goldstein, Hon. Tamika R. Montgomery-Reeves, Lucy Ricca
  • M&A Litigation Trends & Developments [02:01:20]
    A. Thompson Bayliss, Charles W. Cox, Joel Friedlander, Blake Rohrbacher, Tariq Mundiya
  • Disclosure Matters and Other SEC Considerations in M&A [01:02:25]
    William D. Regner, Elizabeth A. Cooper, Ted Yu
  • Federal Tax Considerations in M&A [01:15:23]
    Stuart M. Finkelstein
  • Investment Banker Issues & Considerations in M&A [01:00:15]
    Kevin Miller, Prabha Sipi Bhandari, Daniel V. Schleifman, David M. Schwartzbaum
  • Ethical Traps for the M&A Practitioner [00:59:56]
    James Q. Walker

The purchase price of this Web Program includes the following articles from the Course Handbook available online:


  • COMPLETE COURSE HANDBOOK
  • The Role of Financial Advisors
    Kevin Miller
  • Addressing Social Terms in a Public Company Merger of Equals (October 14, 2016)
    Cameron Z. Hill, Steven M. Haas
  • Deal Protections and Remedies—2015 Public Company Merger Agreements (January 2017)
    Stephen M. Kotran
  • Mergers & Acquisitions: A Delaware Checklist (February 29, 2016)
    Patricia O. Vella
  • Takeover Law and Practice (March 2016)
    David A. Katz
  • Delaware Court of Chancery Reaffirms that Merger Disclosure Claims Should Be Brought Before, Not After, Closing (September 29, 2016)
    William Savitt, Anitha Reddy, Nicholas Walter, David A. Katz
  • Court of Chancery Expands Protective Effects of Informed Stockholder Approval of Merger Transactions (July 5, 2016)
    William Savitt, Anitha Reddy, David A. Katz, Ryan A. McLeod
  • Delaware Court of Chancery Appraises Fully-Shopped Company at Nearly 30% Over Merger Price (June 2, 2016)
    William Savitt, Theodore N. Mirvis, Martin Lipton, David A. Katz, Ryan A. McLeod
  • The Law and Policy Lab at Stanford Law School—White Paper: Retaining and Advancing Women in National Law Firms (May 2016)
    Grace Chediak, Jennifer Muller, Erika Douglas, MacKenzie Tudor, Anna Jaffe
  • Revisiting Aronson’s Mysterious Second Prong (October 29, 2016)
    Wade Houston, A. Thompson Bayliss
  • Vindicating the Duty of Loyalty: Using Data Points of Successful Stockholder Litigation as a Tool for Reform (October 24, 2016)
    Joel Friedlander
  • Disclosure Issues in M&A Transactions (October 14, 2016)
    William D. Regner
  • Basic Federal Income Tax Aspects of Mergers & Acquisitions (January 13, 2017)
    Stuart M. Finkelstein
  • The Disclosure of Material Relationships by Financial Advisors—Board Disclosure Memos v. Engagement Letter Provisions (November 7, 2016)
    Kevin Miller
  • Delaware Extends “Cleansing Effect” of Stockholder Merger Vote to Tender Offer Acquisitions (July 12, 2016)
    David M. Schwartzbaum
  • Delaware Supreme Court Affirms Business Judgement Rule in Third-Party Mergers Approved by Disinterested Stockholders (October 7, 2015)
    David M. Schwartzbaum
  • Ethical Traps for the M&A Practitioner (January 13, 2017)
    James Q. Walker
  • Basic Federal Income Tax Aspects of Mergers & Acquisitions (January 13, 2017) (PowerPoint slides)
    Stuart M. Finkelstein

Presentation Material


  • Opening Remarks
    Kevin Miller
  • M&A Dealmaking - A Banker's View
    David DeNunzio
  • Deal Protections in M&A Agreements
    Stephen M. Kotran
  • Negotiating the Public Company Merger Agreement: Often Overlooked Provisions
    Patricia O. Vella
  • Negotiating the Public Company Merger Agreement: Mock N
    Steven M. Haas
  • Negotiating the Public Company Merger Agreement: Mock Negotiation Materials
    Steven M. Haas
  • Strategies for Increasing the Level of Participation and Retention of Women in M&A
    Jennifer Muller
  • M&A Litigation (2017) Trends and Developments
    A. Thompson Bayliss, Charles W. Cox, Joel Friedlander, Tariq Mundiya, Blake Rohrbacher
  • Disclosure Matters and Other SEC Considerations in M&A
    Elizabeth A. Cooper, William D. Regner
  • Basic Federal Income Tax Aspects of Mergers & Acquisitions
    Stuart M. Finkelstein
  • Investment Banker Issues & Considerations
    Prabha Sipi Bhandari, Kevin Miller, Daniel V. Schleifman, David M. Schwartzbaum
  • Ethical Traps for the M&A Practitioner
    James Q. Walker
Chairperson(s)
Kevin Miller ~ Alston & Bird LLP
Moderator(s)
A. Thompson Bayliss ~ Abrams & Bayliss LLP
Steven M. Haas ~ Hunton & Williams LLP
John K. Hughes ~ Sidley Austin LLP
Mark A. Morton ~ Potter Anderson & Corroon LLP
Jennifer Muller ~ Houlihan Lokey Capital, Inc.
William D. Regner ~ Debevoise & Plimpton LLP
Speaker(s)
Prabha Sipi Bhandari ~ Head of Mergers & Acquisitions – Legal Americas, Deutsche Bank AG, New York Branch
Elizabeth A. Cooper ~ Simpson Thacher & Bartlett LLP
Charles W. Cox ~ Alston & Bird LLP
David DeNunzio ~ Head of Global Mergers and Acquisitions, Wells Fargo Securities, LLC
Stuart M. Finkelstein ~ Skadden, Arps, Slate, Meagher & Flom LLP
Joel Friedlander ~ Friedlander & Gorris, P.A.
Jane D. Goldstein ~ Ropes & Gray LLP
Joel I. Greenberg ~ Arnold & Porter Kaye Scholer LLP
James R. Griffin ~ Weil, Gotshal & Manges LLP
David A. Katz ~ Wachtell, Lipton, Rosen & Katz
Stephen M. Kotran ~ Sullivan & Cromwell LLP
Hon. Tamika R. Montgomery-Reeves ~ Vice-Chancellor, Court of Chancery of the State of Delaware
Tariq Mundiya ~ Willkie Farr & Gallagher LLP
Lucy Ricca ~ Executive Director, Center on the Legal Profession, Stanford Law School
Blake Rohrbacher ~ Richards, Layton & Finger, PA
Daniel V. Schleifman ~ Managing Director, Investment Banking and Capital Markets, Chair - Investment Banking Committee (Advisory), Credit Suisse Securities (USA) LLC
David M. Schwartzbaum ~ Covington & Burling LLP
Hon. Joseph R. Slights III ~ Delaware Court of Chancery
Patricia O. Vella ~ Morris, Nichols, Arsht & Tunnell LLP
James Q. Walker ~ Richards Kibbe & Orbe LLP
Ted Yu ~ Chief, Office of Mergers and Acquisitions, Division of Corporation Finance , U.S.Securities and Exchange Commission,
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PLI’s live and on-demand webcasts are single-user license products intended for an individual registrant only. Credit will be issued only to the individual registered.


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