Antitrust Compliance in M&A: Due Diligence, Pre-Merger Communications, Conduct Prior to Closing

Description

Antitrust issues can arise at various stages of an M&A deal. During due diligence, counsel should assess what antitrust risks the deal may present, including the competitive relationship between the parties. While certain information can be shared, parties with competing products or services, in particular, should avoid sharing “competitively sensitive information” (CSI) such as pricing information, strategic plans, future product offerings and customer-specific information.

Even with a merger agreement in place, the merging parties are still separate companies and must act accordingly. In some cases, a merger control filing may be necessary. While regulatory approval is pending, the parties should not go to customers jointly and sell products of the future, combined company, exchange CSI without proper safeguards in place, or integrate research and development efforts. Counsel should closely monitor any interactions between the parties, and safeguards should be established, until regulatory approval and closing.

Listen as our authoritative panel discusses the key antitrust issues that should be considered upfront in any M&A transaction, with particular focus on best practices during due diligence and pre-merger negotiations and post-signing planning.