The Program on Negotiation at Harvard Law School is pleased to present:
Musk – Twitter:
A Case Study of the Merger Agreement
A virtual discussion with:
Chair, Program on Negotiation, Harvard Law School
Joseph H. Flom Professor of Law and Business, Harvard Law School
H. Douglas Weaver Professor of Business Law, Harvard Business School
Thursday, September 15, 2022
12:00 pm – 1:00 pm ET (US and Canada)
Free and open to the public.
Click here to access the Zoom registration link:
The session will be recorded. Pending faculty approval, we will post the recording on this page after the session.
About the talk:
The ongoing legal battle between Elon Musk and Twitter is one of the most closely followed and high profile deals in recent years. What will be its implications for mergers & acquisitions and corporate governance practitioners?
In this webinar, Professor Guhan Subramanian will present his case study covering the background and legal issues surrounding Elon Musk’s acquisition of an initial stake in Twitter, the Twitter board’s response (including implementation of a poison pill), the merger agreement and ongoing litigation related to Musk’s effort to terminate the transaction.
About the speaker:
Guhan Subramanian is the Joseph Flom Professor of Law and Business at Harvard Law School and the H. Douglas Weaver Professor of Business Law at Harvard Business School. He is the first person in the history of Harvard University to hold tenured appointments at both HLS and HBS. At HLS he teaches courses in negotiations and corporate law. At HBS he teaches in several executive education programs, such as Strategic Negotiations, Making Corporate Boards More Effective, and the Advanced Management Program. He is the faculty chair for the JD/MBA program at Harvard University, the Program on Negotiation at Harvard Law School, and the Mergers & Acquisitions executive education course at HBS. Prior to joining the Harvard faculty, he spent three years at McKinsey & Company.
Professor Subramanian’s research explores topics in corporate law, corporate governance, and negotiations. He has published articles in the journals including Stanford Law Review, the Yale Law Journal, the Harvard Business Review, and the Harvard Law Review. Among the 400+ articles that are published each year by scholars in the field of corporate and securities law eleven of Subramanian’s articles have been selected as being among the “top ten” articles published in their respective years. The two-volume treatise Law & Economics of Mergers & Acquisitions, which includes 33 “seminal” articles from the field over the past 45 years, contains four of his articles, more than from any other scholar. His article “Corporate Governance 2.0” was selected as a McKinsey Award finalist, for best article published in the Harvard Business Review in 2015. His book Dealmaking (W. W. Norton 2011) synthesizes the findings from his research and teaching from the past two decades. It has been translated into Chinese (Mandarin), German, Japanese, Portuguese, and Spanish. He is also a co-author of Commentaries and Cases on the Law of Business Organization (Aspen 4th ed. 2012), a leading textbook in the field of corporate law.
Professor Subramanian has been involved in major public-company deals such as Cox Enterprises’ $9 billion freeze-out of the minority shareholders in Cox Communications, Exelon’s $8 billion hostile takeover bid for NRG, and the $26 billion management buyout of Dell, Inc. He also advises individuals, boards of directors, and management teams on issues of dealmaking and corporate governance. Over his nearly two decades on the Harvard faculty Professor Subramanian has been involved as an advisor or expert witness in deals or situations worth over $150 billion in total value. He is the lead independent director of LKQ Corporation (NASDAQ: LKQ), a Fortune 500 company in the automotive sector.