Wendell C. Taylor
Lecturer in Law
Partner, Wilmer Cutler Pickering Hale and Dorr LLP
BS, College of William and Mary
JD, Boston University School of Law
Wendell Taylor is the Director of Outreach at WilmerHale, which he joined in 1995. Mr. Taylor serves on the firm’s Executive and Hiring Committees, and is co-chair of the Diversity Committee.
Mr. Taylor’s practice focuses on domestic and international corporate transactions, including venture capital financings, initial public offerings, mergers and acquisitions, and continuing public company reporting requirements.
Mr. Taylor works with a variety of national and international public companies, including BE Semiconductor Industries N.V., Bookham Technology plc, The Medicines Company and PerkinElmer, Inc. He has represented issuers such as BioTransplant Incorporated and Diacrin, Inc., and leading underwriters including Goldman Sachs & Co., Deutsche Bank AG and Morgan Stanley, in numerous public and private offerings. In addition, Mr. Taylor has represented both buyers and sellers in merger and acquisition transactions, including Bookham Technology PLC’s acquisition of New Focus, Inc. and Diacrin, Inc.’s merger with Genvec, Inc.
Mr. Taylor has an active pro bono practice, which includes providing legal services to the firm’s non profit partners in the Youth and Education Initiative.
Honors and Awards
- Honored by Massachusetts Lawyers’ Weekly in 2006 for his career achievements, continued work with the young people of Boston and his commitment to diversity at the firm
- Recognized as a “New England Super Lawyer” in the 2007 issue of Boston Magazine. Also named a “Massachusetts Super Lawyers’ Rising Star” in corporate finance in the 2005 and 2006 issues.
- Selected as one of Boston Business Journal’s “40 under 40;” noted not only for his exceptional legal work, but also his dedication to Boston’s youth
- Participant, WilmerHale Youth and Education Initiative
- Participant, Boston Scholars Program, Partnership, Inc.
- Member, Partnership, Inc.
- Alumnus, Boston Fellows Program
Negotiated Mergers & Acquisitions (S): LAW JD 919
This seminar introduces students to the principal business and legal issues found in and raised by mergers and acquisitions transactions and highlights the significant role that lawyers play in structuring, managing and effecting these complex transactions. The seminar will begin with an overview of how and why mergers and acquisitions take place. The course will then cover the mergers and acquisitions process, including deal-making strategies the corporate law affords, and will proceed through all aspects of the life of an M&A deal from inception to closing (and beyond). The seminar will cover how M&A lawyers negotiate and document the inherent risk allocations of business combinations. We will examine deal terms and structures, risk defining and shifting devices, and the role of the lawyer in managing the process. We will also highlight the due diligence process, stockholder relationships, fiduciary duties and securities laws considerations, and liquidity considerations. Theoretical readings will be balanced against practical articles and commentary, recent court decisions and model deal documents. The assigned reading will include materials from real deals and transaction documents. Students are encouraged to analyze and discuss the real-world problems faced by parties, legal counselors and courts called upon to judge such transactions. The seminar will be highlighted by guest lectures by experts in international M&A and Delaware jurisprudence. Students will be required to participate in mock negotiations/discussions. In addition, there will be a short final exam. Grades will be based on class participation and written materials (70%), which may include required email submissions prior to class and mock negotiations/discussions during class, and a final exam (30%). PREREQUISITE: Corporations. (May be waived with an instructor's permission.) NOTES: This seminar does not satisfy the Upper-class Writing Requirement. This seminar satisfies the Upper-class Professional Skills requirement. **A student who fails to attend the initial meeting of a seminar (designated by an (S) in the title), or to obtain permission to be absent from either the instructor or the Registrar, may be administratively dropped from the seminar. Students who are on a wait list for a seminar are required to attend the first seminar meeting to be considered for enrollment.SPRG 2016: LAW JD 919 A1 , Jan 13th to Apr 13th 2016
|Wed||6:30 pm||8:30 pm||3||Wendell C. TaylorMichael J. LaCascia||LAW||418|