Legal Aspects of Corporate Finance

This book focuses on capital formation transactions, convertible securities, distributions to security holders, and mergers and acquisitions. Legal Aspects of Corporate Finance is purposely comprehensive and all-inclusive in terms of explanatory materials and examples. The author explains corporate finance concepts, securities law terminology and basics, and evaluation techniques early in the book, for the benefit of students without prior exposure to these areas of the law.

In addition to the cases, statutes and textual materials, this practice-oriented casebook provides model provisions and excerpts from various corporate finance documents, such as debentures, trust indentures, preferred stock provisions and acquisition agreements. Documentation examples and explanations of their effects appear within the text, rather than in appendices. Numerous integrated and challenging problems help students apply concepts to practical situations.

Responding to professors' requests, this Third Edition contains coverage on Valuation of the Corporate Enterprise. This chapter includes a glossary of valuation terminology, a discussion of the three primary methods used in the valuation process for a business entity, and a discussion of valuation techniques used in determining fairness. The author also treats recent decisions dealing with leveraged takeovers occurring in the late 1980s, and the related recapitalizations, restructurings, exchange offers and bankruptcies of the 1990s.