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Going Private
Incisive Media, Pages: 800
Whether your transaction is completed by LBO, merger, sale or reverse stock split, Going Private provides the practical and thorough analysis you need to help it survive scrutiny under governing state law standards.
Going Private offers pointers on structuring the transaction, drawing up the proxy statement, and defining the roles of the independent directors, attorneys and financial advisers involved.
In addition, it analyzes the fairness rule and burden shifting, state anti-takeover legislation, leveraged buyouts, shareholder reliance on fairness opinions provided to the board of directors by financial advisers, squeeze-outs, restructurings, the concept of the 'level playing field,' the duty of loyalty owed by directors to shareholders of a corporation, applicability of the business judgment rule when the board of directors resists a hostile bid for control, an overview of the SECs 'Regulation M-A Release,' and the impact of recent court decisions. This book is updated as needed, generally two times each year.
Authors Bio:
Arthur M. Borden Arthur M. Borden, a graduate of Yale University and Columbia Law School, was formerly a partner and is now Of Counsel to the New York firm of Katten Muchin Rosenman LLP. Mr. Borden has been an Adjunct Professor of Law at New York Law School, has written numerous articles on securities matters, and has been a frequent chairman and speaker at continuing legal education programs. Joel Yunis Joel A. Yunis, a graduate of New York University Law School, is a partner in the New York firm of Katten Muchin Rosenman LLP, where he specializes in acquisitions, financings and securities law matters.
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