Acquisitions and Divestments for Physical Products

Page last updated 30th May 2019

The following documentation is designed to offer guidance and advice on Best Practice with regards to the communication of changes of ownership via acquisition, divestment or mergers with regards to printed books. It is expected that these documents will be used by acquiring, divesting and/or merging publishers primarily and referred to by retailers, data aggregators, distributors, any/all 3rd parties involved in the supply of printed books in the book industry.

It is expected that the Best Practice Guidelines documents (below) will be used once the key preliminary legal work has been completed. The accompanying document, “Mergers and Acquisitions: an Introduction to the Role of your Legal Team” – which has been kindly written by Harbottle & Lewis LLP – covers the key preliminary legal work areas.

Included in the scope of these documents are physical products and digital files associated with physical products. Separate documentation for eBooks, downloadable audiobooks and digital products can be found on the BIC website, here

 

DOCUMENTATION:  

KEY PRELIMINARY LEGAL WORK AREAS:  

Mergers and Acquisitions: An Introduction to the Role of your Legal Team

 

WORKFLOW SUMMARY FOR DIGITAL & PHYSICAL (INFOGRAPHIC)

Infographic for Digital and/or Physical Acquisitions & Divestments

 

BIC ACQUISITIONS & DIVESTMENTS BEST PRACTICE GUIDELINES FOR PHYSICAL PRODUCTS: 

Scenario 1: Publisher A purchases part/all of Publisher B and publisher A’s distributor is used for all

Best Practice Guidelines for Physical Products: Scenario 1

Scenario 2: Publisher A acquires part/all of Publisher B and both Publisher A’s and Publisher B’s distributors are used (i.e. there is no immediate change to distribution)

Best Practice Guidelines for Physical Products: Scenario 2

Scenario 3: Publisher A acquires part/all of Publisher B and uses a completely new distributor as a change in distribution is already in progress at Publisher A

Best Practice Guidelines for Physical Products: Scenario 3

Scenario 4: Publisher A acquires Publisher B, becoming new legal entity Publisher C and uses Publisher A’s distributor

Best Practice Guidelines for Physical Products: Scenario 4

Scenario 5: Publisher A acquires Publisher B, becoming new legal entity Publisher C and uses Publisher B’s distributor

Best Practice Guidelines for Physical Products: Scenario 5

Scenario 6: Publisher A acquires Publisher B, becoming new legal entity C. Both Publisher A’s and Publisher B’s distributors used (i.e. there is no immediate change to distribution)

Best Practice Guidelines for Physical Products: Scenario 6

Scenario 7: Publisher A acquires Publisher B, becoming new legal entity Publisher C and uses completely new distributor 

Best Practice Guidelines for Physical Products: Scenario 7

Scenario 8: Publisher A acquires Publisher B, becoming new legal entity Publisher C. Publisher A and Publisher B already use the same distributor (i.e. there is no immediate change to distribution)

Best Practice Guidelines for Physical Products: Scenario 8

Scenario 9: Publisher changes distributor

Best Practice Guidelines for Physical Products: Scenario 9