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Reportlinker Adds Merger and Acquisition Terms and Agreements in Pharma, Biotech and Diagnostics, 4th edition
Date:10/7/2010

terms agreed between the parties?

* What is the plan of merger and how will it be implemented?

* What is actually being acquired by the acquiring company?

* What is the payment structure for the deal?

* What are conditions of merger or acquisition?

* What are the rights of shareholders and dissenters?

* How are the key terms of the agreement defined?

* How are IPRs handled and owned?

* Who is responsible for what in the acquisition?

* How is confidentiality and publicity managed?

* Under what conditions can the deal be terminated?

* Which boilerplate clauses does the company insist upon?

* Which boilerplate clauses appear to differ from acquisition to acquisition?

* Which jurisdiction does the company insist upon for agreement law?

Table of ContentsNumber of pages: 338Executive SummaryChapter 1 – IntroductionChapter 2 – Trends in M&A dealmaking* 2.1. Introduction

* 2.2. Difference between merger and acquisition deals

* 2.3. Trends in M&A deals since 2000

* 2.3.1. Japanese M&A accelerates

* 2.3.2. Option to acquire the new acquisition?

* 2.3.3. Case study 1: Cephalon – Ception

* 2.3.4. Case study 2: Endo – Indevus

* 2.4. When M&A can be useful

* 2.5. Attributes of M&A deals

* 2.6. Partnering deals with M&A component

* 2.6.1. Partnering as a precursor to M&A

* 2.6.1.a. Case study 3: Shire – New River

* 2.6.2. Equity as part of partnering deal

* 2.6.2.a. Case study 4: Merck – Gtx

* 2.6.2.b. Case study 5: Pfizer – Icagen

* 2.6.2.c. Case study 6: Genentech – Tercica

* 2.6.3. Conversion of partnership to acquisition

* 2.6.4. But M&A is not always the route followed

* 2.7. Bigpharma mega mergers – are we at the end of the road?

* 2.7.1. Growth of Pfizer throu
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