THE TAKEOVER GAME: The Men, the Moves, the Wall Street Money Behind Today's Great Merger Wars

Brooks (The Go-Go Years, Once in Golconda, The Fate of the Edsel, etc.) ranks as a national treasure for his consistently acute and entertaining commentary on socioeconomic mores. Consequently, this workmanlike but largely lifeless and inconclusive audit of the merger mania still sweeping through corporate America comes as a major disappointment. In a series of set pieces that never quite coalesce, Brooks reviews such matters as the high-stakes competition for industrial or other assets via tender offers, proxy fights, leveraged buyouts, and even negotiation. Along the way, he includes piecemeal profiles of celebrity, raiders (Goldsmith, Icahn, Jacobs, Pickens, et al.) and Wall Street's superstar mercenaries (some of whom, as Brooks notes, have come to grief for violating securities law). The author also provides informative perspectives on the decline of underwriting profits and other factors that have made the takeover game an attractive proposition for investment bankers. About midway through the text (which was commissioned by the Twentieth Century Fund), Brooks begins touching (without dwelling) on many of the issues raised by the megabuck transactions that are reshaping the corporate landscape. He notes almost in passing that restructurings as well as acquisitions invariably have a human cost, and questions whether massive debts incurred in the name of free enterprise can be comfortably managed at all stages of the business cycle. In like vein, he wonders how many deals are done for their own rewarding sake rather than for any compelling commercial purpose; similarly, he surveys the unavailing efforts of legislators and regulatory authorities to gain a greater measure of control over acquisition events. Brooks implies government intervention is probably overdue, but such positions as he takes (e.g., creation of a takeover panel like that in Great Britain) are neither forcefully nor earnestly argued. In brief, then, a merely competent overview that falls well short of the author's prior achievements. For a more vivid and equally instructive briefing, readers should check Moira Johnston's estimable Takeover (1986).