L12510 Diritto ed Economia delle Operazioni Societarie Straordinarie - Mergers and Acquisitions Law

At the end of the course the student should be able:

1. to develop a general knowledge of M&A processes and related contracts;
2. to analyze, step-by-step, an M&A deal;
3. to understand and draft basic M&A agreements.

At the end of the course, the student will be able to understand and draft basic M&A agreements.

The course aims to provide a general understanding of the M&A processes from a legal viewpoint. Starting from the scope of an “M&A deal”, students will be introduced to the preliminary evaluations that lead to the idea of a merger or acquisition between two companies.

During the course, students will face and analyze all the phases of an M&A process, shedding light upon the main features, characteristics and issues of each step.

After the different M&A processes have been analyzed, attendants will be presented the key principles and techniques of successful mergers, acquisitions and leveraged buyouts, addressing the most common questions, such as “when does an M&A deal make sense?” or “why might some M&A deals look great, but after their implementation fail miserably?”.

Students will be equipped with a minimum negotiation skillset in order to address a basic real-life conflict situation.

Close attention will be devoted to the analysis of representative case studies.

After the theory, students will approach the most common drafting techniques of basic M&A agreements, with a focus on relevant clauses and related agreements.

During the course, an intermediate test will be required.

This course is designed to introduce students to the world of M&A from the perspective of international law firms.

The course will be taught through lectures with the aid of power point presentations, videos and “real” M&A agreements.

Students will be required to actively participate during the lectures with a proactive approach to the topics and to expand their reading to related material.

All the course will be held in English.

Detailed information upon the evaluation criteria will be provided at the beginning of the course.