buyer Archives

Jan 23, 2018

Cybersecurity in M&A Transactions: Frequently Asked Questions

1. What types of transactions implicate cybersecurity and data privacy concerns? Cybersecurity and data privacy concerns arise in many different types of M&A transactions, but greater focus on potential cybersecurity and data privacy issues should be directed toward transactions involving (a) a target company that operates in certain highly-regulated industries, (b) the acquisition of sensitive information and data, and/or (c) the transfer of sensitive information and data across national borders. Target companies that operate in the financial services and healthcare industries, for example, are subject to the Gramm-Leach-Bliley Act and the Health Insurance Portability and Accountability Act of 1996, respectively…. Read more

Sep 5, 2017

Beware of Post-Closing Actions Having a Retro-Active Pre-Closing Impact

We are now in September, and with the turn of the Gregorian calendar, comes the unofficial end of summer for both the United States and Israel. Most have taken their summer holidays, the children are back in school, and the company transaction environment gains new momentum for the balance of the calendar year. It is a good time to reflect. When selling the equity of a company, Sellers expect Buyers to require a representation and warranty that (1) all taxes of the company have been paid or reserved on the target’s balance sheet and (2) all tax returns previously filed… Read more