S. Deals Litigation

Course Information

Course Number
L8183
Curriculum Level
Upperclass
Areas of Study
Corporate Law and Transactions, Commercial Law and Transactions
Type
Simulation
Additional Attributes
Experiential Credit

Section 001 Information

Instructors

Section Description

This seminar introduces students to the tactical and strategic complexities of litigation arising from mergers and acquisitions. The course draws on recent decisions and transcript rulings from the Delaware and other courts; source materials such as merger agreements, tender offer documents, offer letters, and related documents; and briefs, pleadings, and other court filings. The introductory class sessions introduce the course and frame the doctrinal and procedural basics of deal litigation. Subsequent course meetings explore the litigator's role in the negotiation, structuring, and drafting of merger agreements; the complexities of advising deal lawyers on possible litigation outcomes in the face of doctrinal uncertainty; and litigation due diligence. The second half of the course canvasses the varieties of disputes that may emerge once an agreement is signed, working through four detailed case studies to illustrate paradigmatic takeover contest scenarios. During these case studies, students work in teams to design and test M& A litigation strategies. Students work with the professors to develop final paper topics related to the subjects discussed throughout the semester. The course also features visits by M&A litigation practitioners and jurists.

School Year & Semester
Fall 2021
Location
JGH 646
Schedule
Class meets on
  • Monday
6:20 - 8:10 pm
Points
2
Method of Evaluation
Paper
J.D Writing Credit?
Minor (upon consultation)
Major (only upon consultation)

Learning Outcomes

Primary
  • At the end of the course, students will have acquired understanding of and/or facility in a specific body of law, including major policy concerns
  • At the end of the course, students will have acquired understanding of and/or facility in judicial, legislative and/or administrative processes
  • At the end of the course, students will have acquired understanding of and/or facility in transactional design and value creation
  • At the end of the course, students will have acquired understanding of and/or facility in various lawyering skills, for example, oral advocacy, legal writing and drafting, legal research, negotiation, and client communication

Course Limitations

Instructor Pre-requisites
None
Instructor Co-Requisites
None
Recommended Courses
Corporations is strongly recommended.
Other Limitations
None