Corporate Finance, Cases and Materials

This revised corporate finance casebook updates old topics, opens up new topics, and revisits, revises and rationalizes basic materials.

The introduction to basic financial economics in the first part of the book has been integrated and simplified. Where the exposition in previous editions relied heavily on excerpts from finance textbooks, this edition deletes much of that material and introduces its own textual treatment. The result is more focus on basics and a more orderly progression of points. In addition, the algebraic designations of valuation are now uniform throughout the book. Reports on practice in the chapters on long-term debt securities and convertible bonds have been updated substantially. Finally, the deal documents in the Appendix have been updated and rationalized and more effectively reflect current practice. Users will find that all of these changes can be interpolated without significant disruption of existing pedagogy.

The new edition begins with Huff Fund v. CKx , one of the recent appraisal cases in which Vice-Chancellor Glasscock uses the merger price as the value measure. With CKx , the book finally has a current touchstone case on valuation to replace Atlas Pipeline , which led off in editions 1 through 4. Other new cases include Financial Guaranty Insurance v. Putnam Advisory , a synthetic securitization case accompanied by a note on the Goldman Sachs ABACUS scandal; Kallick v. Sandridge Energy , one of the ""proxy put"" cases; MeehanCombs v. Ceasar's Entertainment (currently on appeal), in which the Southern District reads teeth into the Trust Indenture Act; Third Point v. Ruprecht , the Sotheby's poison pill case; MFW Shareholders Litigation , which holds out business judgment review in a cash-out merger; Del Monte Foods Shareholder Litigation , one of the recent investment banker cases under Revlon : and Corwin v. KKR , under which a fully-informed shareholder vote trumps a Revlon claim.