Introduction to Mergers & Acquisitions 1

Often one of the most significant events in a company’s life is a strategic transaction, like a merger or acquisition. This lecture is the first in a two-part series on mergers and acquisitions in the United States. In this first lecture, we will focus on U.S. corporate governance in the face of a “hostile” takeover. We will address how a board of directors should respond to a hostile acquirer, and the standard by which we should assess whether that response is consistent with the directors’ fiduciary duties.