This course applies economic concepts to the practice of structuring contracts. The course extends over two quarters. In the Fall quarter it will meet four hours per week. In the Winter quarter, it will meet ONLY FOR FIVE WEEKS for four hours per week--for 2 units of course credit. During those five weeks, it will meet on Monday and Friday. Exactly which five weeks the course will meet will be announced during the Fall quarter. Students enrolled in the course must take both quarters. All of the first quarter will be spent in a traditional classroom setting, reading and discussing the economics underlying business transactions and applying those concepts to focused case studies that illustrate the economic concepts that we study. During the second quarter, we will explore deals in greater detail by studying five complex transactions in full. For this part of the course, students will be divided into groups and will be assigned one of the five deals. Each group will give a presentation of its deal to the class, and in the following class, a lawyer or other participant in the deal will come to class to present the deal based on his or her experience. When it works, the students' and the practitioners' analyses are mutually enlightening. We study five new deals each year. Deals that we have studied over the years have included movie financings, biotech alliances, venture capital financings, cross-border joint ventures, private equity investments, and corporate reorganizations. Special Instructions: Students enrolled in the course must take both quarters. No exam in Autumn Term. An In-School exam will be given at the conclusion of the course in the Winter Term. Grades will be given at the end of the second quarter and will be applied to both quarters. NOTE: This year, I have blocked out 4 class periods per week in the second quarter on Mondays and Fridays. As explained above, however, WE WILL ONLY USE HALF OF THOSE CLASSES - that is, FIVE MONDAYS and FRIDAYS over the Winter quarter. CONSENT APPLICATION: To apply for this course, students must complete and e-mail the Consent Application Form available on the SLS Registrar's Office website (see Registration) to the instructors. See Consent Application Form for submission deadline. I use the consent form to ensure diversity of experience and non-experience and diversity across classes. Elements used in grading: Attendance, class participation, presentation, written assignments, group paper, and exam.
Instructors for this course (Past and Present)Michael Klausner
Robert M. Daines