Make due diligence great again! (Part 2 – tips)

My best practices for an effective legal due diligence. Here my tips to speed-up the process, be cost-efficient and expand the investigation beyond the due diligence documents provided by the target company. 1. Ask clients about priorities. Perception of the legal risks change from client to client and from deal to deal. What clients tend…

Cybersecurity and M&A – Would you buy a Cyber-Risk?

You are using your old good due diligence checklist, right? I have some news: time for an update. Here the legal implications of the so-called cyber-threats and suggestions on how to manage cybersecurity risks when addressing a M&A process. Cyber-what? For many, cybersecurity is an initiatic expression that lies at the borders of the ordinary…

A survival guide to M&A without warranties

Some quick background: according to the market practice, the seller of a company or an asset is expected to give the buyer a set of representations and warranties regarding various aspects of the target, including accounting, tax legal and operational issues (“R&Ws”). If any of these representations and warranties reveals to be not truthful, the…