UCLA School of Law Professors’ New Book on Mergers and Acquisitions

UCLA Law School professors Stephen Bainbridge and Iman Anabtawi have published a new textbook with Foundation Press Mergers and Acquisitions: A Transactional Perspective. The book embodies the authors’ conviction that theoretical and practical legal education are complementary and no more so than in the setting of M&A transactions, where corporate lawyers are regularly called upon to draw on their substantive knowledge of the law to advise clients on how best to effectuate their business objectives. Accordingly, the book contains not only the substantive law of M&A but also real-world examples and hypothetical scenarios designed to deepen students’ understanding of the material. It also incorporates the latest teaching methods through questions, problems, and skills exercises designed to activate students’ engagement with the subject matter.

Stephen Bainbridge is the William D. Warren Distinguished Professor of Law at UCLA School of Law, where he currently teaches Business Associations, Mergers and Acquisitions, and a seminar on corporate governance. In past years, he has also taught Advanced Corporation Law, Corporate Finance, Securities Regulation, and Unincorporated Business Associations. Professor Bainbridge previously taught at the University of Illinois Law School (1988-1996). He has also taught at Harvard Law School as the Joseph Flom Visiting Professor of Law and Business (2000-2001), and as a visiting professor at La Trobe University in Melbourne (2005 and 2007) and at Aoyama Gakuin University in Tokyo (1999).

Professor Bainbridge is a prolific scholar, whose work covers a variety of subjects, but with a strong emphasis on the law and economics of public corporations. He has written over 100 law review articles which have appeared in such leading journals as the Harvard Law Review, Virginia Law Review, Northwestern University Law Review, Cornell Law Review, Stanford Law Review, and Vanderbilt Law Review. Bainbridge’s most recent books include: Business Associations: Cases and Materials on Agency, Partnerships, and Corporations (9th ed. 2015) (with Klein and Ramseyer); Corporate Governance After the Financial Crisis (2012); Agency, Partnerships, and Limited Liability Entities: Cases and Materials on Unincorporated Business Associations (3d ed. 2012) (with Klein and Ramseyer); Mergers and Acquisitions (3d ed. 2012); and The New Corporate Governance in Theory and Practice (2008).

In 2008, 2011, and 2012, Professor Bainbridge was named by the National Association of Corporate Directors’ Directorship magazine to its list of the 100 most influential people in the field of corporate governance.

Professor Anabtawi teaches in the Business Law and Policy Specialization, with an emphasis on teaching transactional skills, in courses such as Merger and Acquisition Transactions and Business Associations.  She has also co-taught Introduction to the Lawyer-Client Relationship to first-year law students. Professor Anabtawi graduated from Stanford Law School, where she was articles editor of the Stanford Law Review, won the Hilmer Oehlmann, Jr. First Year Writing Award, and received the John M. Olin Prize in Law and Economics. She clerked for the Honorable Laurence H. Silberman of the U.S. Court of Appeals for the D.C. Circuit, and then Justice Sandra Day O’Connor of the U.S. Supreme Court. She then spent eight years with the firm of O’Melveny & Myers where she practiced both tax and corporate law. During this time, she represented clients in the areas of mergers and acquisitions, joint ventures and strategic alliances, funds and acquisition vehicles, and financial products. Professor Anabtawi has written and published numerous articles in corporate law.

Professors Bainbridge and Anabtawi were inspired to work together on an M&A textbook because they wanted to bring together an array of resources and devices that they felt would deepen students’ learning of the foundational legal principles of M&A jurisprudence. Professor Bainbridge notes, “we call this a textbook rather than casebook because, although we include in it the canonical cases you would expect to find in the traditional format, we believe that students in an advanced business law course are already adept at briefing cases and are eager to stretch themselves by applying applicable legal principles to the kinds of problems they will be called upon to solve as transactional lawyers.” Professor Anabtawi, who drew on her M&A practice for the project, adds, “I’m confident that students who use the book will develop both competence and confidence in the M&A  area, which will position them to more effectively undertake the work of a junior transactional lawyer.

Mergers and Acquisitions: A Transactional Perspective is available for purchase from Foundation Press.