Remember my M&A book? You know, The Structure of M&A Contracts?
Yeah, it slips my mind too. Because it’s available only in a proprietary ebook format, and because buying it can be a hassle, it sometimes feels as if it was never published.
But it turns out that people are in fact buying it, and reading it. Recently I heard from some of them, including Soren Lindstrom, a partner in the Dallas office of McDermott Will & Emery. I asked Soren if he would tell me what he thought of the book, and he delivered the following blurbtastic assessment:
Ken Adams does an outstanding job of describing the background of and interplay between the various provisions in M&A agreements. It’s a terrific resource, for young as well as seasoned M&A lawyers, on properly structuring, drafting, and negotiating M&A agreements.
If that whets your appetite, go here for more about the book, including other testimonials.
But some of you might find the book scary. Of the practice groups, M&A is particularly conservative. I’ve found in some M&A practitioners a marked fear of breaking rank, of being seen to endorse anything other than the conventional wisdom. That perhaps explains the disconnect between the big-stakes, big-budgets, big-egos aura of big-deal M&A and the hapless, stop-me-before-I-copy-and-paste-again nature of much big-deal M&A drafting. For a taste of that, go here for my 2013 open letter to Jeff Bezos about suboptimal drafting in the contract for his acquisition of the Washington Post. (Don’t worry, I was under no illusion that he’d actually read it.)
I reported in this 2014 post that despite the marketing challenges this book has faced, Thomson Reuters has agreed to do a second edition. Well, of course it’s taking longer than I expected. Given that I have other stuff to take care of before I can turn to the second edition of The Structure of M&A Contracts, it won’t appear before the second half of 2017. [Updated 21 May 2017: That was way too optimistic: maybe I’ll get to it by the end of 2018.] But I recommend that you not use that as a reason not to buy the first edition. For one thing, it’s dirt cheap!
When I announced the second edition, I said that anyone interested in suggesting what changes I should make for the second edition should contact me. That invitation still applies. (If you gave me your name then, I still have it, and I’ll get back to you in due course.)
(By the way, go here for my posts related to M&A.)
2 thoughts on “The Latest on My Book “The Structure of M&A Contracts””
Thanks as always for your great work and instructive commentary. Is a 2017 edition of the book still the plan? If so, any update as to when it will hit the press, electronic or otherwise?
Your comment prompted me to update this post to say that it’s going to take longer for me to get around to doing the second edition. But I don’t think I’ll change a whole lot in the second edition, besides updating the empirical evidence and finally getting rid of represents and representations in favor of states and statements of fact.