Antitrust - International Cross Border Mergers
What does an international merger actually entail, and what does it take to get it done? The course examines the business, regulatory, and legal factors that all come into play in getting a merger or acquisition negotiated, signed, filed, cleared by antitrust authorities, and closed. We use the actual merger documents and filings used by the parties in the United States and the European Union in a major, multinational acquisition as our working papers. We also use internal client memoranda to consider the client-centered business issues (in addition to the strictly legal ones) involved in mergers and acquisitions.
The course starts with an exploration of why companies merge, acquire or divest businesses, to understand what is important to the client in a deal. After a quick review of the governing legal standards, we then move on to the actual filings themselves, including the issues that the regulators raise, why they raise them, and how counsel responds. Finally, we reach the stage of remedies and decrees – what to divest, how, and where.