Davidoff (Ohio State U.) and Hill (U. of Minnesota) have selected 33 articles preciously published in law reviews and journals between 1984 and 2010 that elucidate the role of lawyers in
assisting with corporate mergers and acquisitions. Volume one opens with the 1965 article by Henry Manne explaining the importance of mergers as a constructive control on managerial agency
costs. Other papers characterize business lawyers as transaction cost engineers, discuss the allocation of power between directors and stockholders under Delaware law, evaluate whether
shareholders benefit more from an auction or a negotiated sale, and debate the validity of poison pill defenses. The second volume describes responses to a hostile takeover, demonstrates how
lock-ups reduce the chance that a company will be purchased by another buyer, examine the wave of private equity deal terminations during the financial crisis, and address differences between
U.S. law and other national laws. Annotation ©2013 Book News, Inc., Portland, OR (booknews.com)
