248.52 sec. 001 - M&A on the Ground: Hostiles, Proxy Fights and the M&A Ecosystem (Fall 2023)
Instructor: Daniel Burch (view instructor's teaching evaluations - degree students only)
Instructor: Steven Lipin (view instructor's teaching evaluations - degree students only)
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Units: 1
Grading Designation: Credit Only
Mode of Instruction: In-Person
Meetings:
Th 6:25 PM - 8:45 PM
Location: Law 132
From October 05, 2023
To October 12, 2023
F 10:00 AM - 12:10 PM
Location: Law 132
From October 06, 2023
To October 13, 2023
F 3:10 PM - 5:00 PM
Location: Law 132
From October 06, 2023
To October 13, 2023
Course End: October 13, 2023
Class Number: 32219
Enrollment info:
Enrolled: 57
Waitlisted: 0
Enroll Limit: 62
As of: 02/07 02:03 PM
This course is taught by two long-time M&A practitioners through the lens of active dealmaking. Dan Burch runs Mackenzie Partners, one of the top proxy solicitation firms in the business. Steve Lipin runs Gladstone Place Partners, a strategic public relations/investor relations firm specializing in financial transactions, and earlier in his career covered m&a at The Wall Street Journal. Both firms are involved in Berkeley Law’s Forum on Corporate Governance.
This lively and entertaining class will give students a real-world perspective on hostile takeovers, offense and defense, activist proxy fights, the marketing of an M&A deal once concocted by bankers, and the rise of SPACS as an M&A alternative to IPOS.
The class will attempt to look at examples through the prism of both offense and defense, and include the financial, legal, investor relations, and communications strategies each side deploys.
This class will lean heavily on case studies of deals and contested transactions, some of which Dan and Steve worked on, and the class will include guest speakers who are part of the M&A ecosystem, which includes media, bankers, arbitrageurs, shareholder activists and others. You may not know yet what PR/IR firms or proxy solicitors do, but in the M&A business they are an essential part of the deal team. Becoming aware of this ecosystem now will make you a better deal lawyer later.
Berkeley Law Learning Outcomes:
• Put context around doctrinal analysis
• How corporate law interacts with corporate transaction work
Learning Outcomes:
• Prepare students to work on M&A transactions.
• Understand the full M&A ecosystem, the value other deal advisors provide, and their role in a transaction
• Better flavor for the investor-relations/financial storytelling aspect of deal-making
• Become familiar with the cadence of deals
About Steve
Steve is CEO/Founder, Gladstone Place Partners a communications advisory firm, and a trusted advisor to CEOs and CCOs, management teams and boards. Gladstone founded Oct 2017. Clients include AT&T, AB InBev, Accenture, Apollo, Citi, Qualcomm, Pfizer, IBM
Steve is one of the deans of the M&A business.
Senior Partner, US, Brunswick Group, 2001-2017, built Brunswick’s U.S. presence over 16 years,
Finance Editor, The Wall Street Journal, 2000-2001
M&A Reporter, The Wall Street Journal, 1995-2000, Banking reporter 2001-2004
Nominated for Pulitzer at the Journal
Board member Columbia Journalism Review, Knight Bagehot Fellowship at Columbia University’s Graduate School of Journalism, and Youth Inc., a New York non-profit
Married with three children, one of whom is in the JSP program
We also have special academic rules for these condensed courses:
- Students must attend each course session and cannot attend any course session remotely (even for illness or emergency situations).
- The Registrar’s Office will drop a student who does not attend each course session.
Due to the condensed nature of this course, in-person attendance at all course sessions is mandatory. Absences cannot be excused for any reason, including illness or emergencies. The Registrar’s Office will drop any student who misses a session.
Prerequisites:
There are no particular prerequisites, but classes that would help include m&a, corporate finance, the court of public opinion, corporate governance, and business associations.
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Requirements Satisfaction:
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Exam Notes: (None) Class requires a series of papers, assignments, or presentations throughout the semester
(Subject to change by faculty member only through the first two weeks of instruction)
Course Category: Business Law
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Readers:
No reader.
Books:
Instructor has indicated that no books will be assigned.