Course Outline
Course number
RF129
Course title
Mergers & Acquisitions
Credit points
1.5 ECTS
Total hours
32
Lecture hours
12
Course level
Masters
Prerequisites
COURSE RESPONSIBLE
Name
Academic degree
Academic position
Raimonds Slaidins
J.D.
Lecturer
Name
Academic degree
Academic position
Raimonds Slaidins
J.D.
Lecturer
Zinta Jansons
J.D.
Lecturer
Līga Merwin
LL.M., dipl.iur.
Lecturer
COURSE TEACHERS
COURSE ABSTRACT
This course will provide an introduction to the legal aspects of mergers and acquisitions from a practitioner’s
perspective. The course will examine basic M&A structures, transaction processes, regulatory aspects including
competition and securities regulation, contract drafting and negotiation issues. Specific topics of a current
nature including business transfers (transfer of undertaking) and cross border mergers will also be examined.
Students will be required to examine and present case studies upon conclusion of the course.
COURSE OBJECTIVES
At the end of the course students will have a basic understanding of the main legal aspects of M&A
transactions.
GRADING CRITERIA
Criteria
Weighting
Case Study
90%
Class Participation
10%
COURSE PLAN – MAIN SUBJECTS
No.
Main subjects
Planned hours
1
Introduction
2
2
Structuring of M&A Transactions
2
3
Financial Aspects of M&A Transactions
2
4
Other issues
2
5
Due Diligence
2
6
Regulatory Issues
2
7
Transaction documents
2
COURSE PLAN – SESSIONS
Session
1
Session subjects and readings
Introduction
M&A drivers
Role of advisors
Lecture/seminar
Lecture
Structuring of M&A Transactions
Share purchase
Asset purchase
Reorganization
Joint venture
2
Financial Aspects of M&A Transactions
Forms of consideration/Pricing issues
Various M&A financing models
Lecture
Other issues
Cross Border Mergers
Transfer of Undertaking
3
Regulatory Issues
Licensing
Disclosure
State/governmental agency approvals (banking/securities regulation,
privatization)
Competition/merger control
Letters of intent
Share purchase agreement
Ancillary contracts (shareholders agreements, management agreements,
other related agreements
Lecture
4
M&A issues from an investment banker perspective
Seminar
Student presentations on case studies
2
COURSE LITERATURE
No.
1
Author, title, publisher
Course Notes and materials
3