February 2018

12 Feb 18

M&A lawyers (of which I'm one): we are not above criticism.

M&A has been characterized as a bloodsport. In a strategic transaction, the stakes are high for all concerned: careers, reputations, and business and financial fortunes and are on the line. In addition to the high stakes, the one-off relationship between a typical seller and buyer in an M&A transaction may particularly lend itself to disputes. Opportunities and incentives to resolve disputes or even to be reasonable in deference to the greater relationship are often absent in M&A, with the calculus changing (and the incentives to cooperate often declining) after each successive step of a transaction, from signature through closing to the end of the survival period for indemnification rights.