Introducing a New Corpus of Definitive M&A Agreements, 2000-2020

20 Pages Posted: 21 Feb 2024

See all articles by Peter Adelson

Peter Adelson

Stanford University

Matthew Jennejohn

Brigham Young University - J. Reuben Clark Law School

Julian Nyarko

Stanford Law School

Eric L. Talley

Columbia University - School of Law; European Corporate Governance Institute (ECGI)

Date Written: February 19, 2024

Abstract

Contract design and architecture is an immensely important topic within economics, finance, and law. However, attempts to study it are significantly hamstrung by the limited availability of publicly available, high quality data. In this paper, we introduce a new corpus of 7,931 Definitive Merger Agreements submitted to the SEC between 2000 and 2020 involving a transaction in excess of $100 million. Through a combination of machine learning and human evaluation, we are able to associate these agreements with other metadata, such as deal size, industry classification, and advising law firms. In addition, we identify and make available the text of individual clauses contained in these agreements. In a final step, we provide an illustration of how these data can be used to generate novel insights into M&A contract design and drafting practices.

Keywords: Contracts, Contract Design, Mergers and Acquisitions, Law and Finance

JEL Classification: K00, K12, K22, G30, G32, G35

Suggested Citation

Adelson, Peter and Jennejohn, Matthew and Nyarko, Julian and Talley, Eric L., Introducing a New Corpus of Definitive M&A Agreements, 2000-2020 (February 19, 2024). Columbia Law and Economics Working Paper Forthcoming, Available at SSRN: https://ssrn.com/abstract=4731282 or http://dx.doi.org/10.2139/ssrn.4731282

Peter Adelson

Stanford University ( email )

269 Campus Dr.

Matthew Jennejohn

Brigham Young University - J. Reuben Clark Law School ( email )

436 JRCB
Brigham Young University
Provo, UT 84602
United States
9175093028 (Phone)

Julian Nyarko

Stanford Law School ( email )

559 Nathan Abbott Way
Stanford, CA 94305
United States

Eric L. Talley (Contact Author)

Columbia University - School of Law ( email )

435 West 116th Street
New York, NY 10025
United States

HOME PAGE: http://www.erictalley.com

European Corporate Governance Institute (ECGI) ( email )

c/o the Royal Academies of Belgium
Rue Ducale 1 Hertogsstraat
1000 Brussels
Belgium

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