Data Privacy and Cybersecurity Risks in M&A Deals: Pre-Planning, Due Diligence, and Risk Allocation Strategies

Recording of a 90-minute premium CLE video webinar with Q&A

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Conducted on Wednesday, March 8, 2023

Recorded event now available

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Course Materials

This CLE course will guide deal attorneys in managing and allocating data privacy and cybersecurity risks in M&A transactions. The panel will discuss best practices for identifying and addressing data privacy and cybersecurity concerns throughout the life of a deal.

Description

Data security breaches are at an all-time high, and the data privacy legal landscape is changing rapidly, with new and expanded data protection laws nationally and internationally. At the same time, data is often among the most valuable assets of a target company. For these reasons, data privacy and cybersecurity planning in M&A transactions are more crucial than ever.

Counsel for buyers should evaluate and prioritize data privacy and cybersecurity risks when assessing a potential target and through the contract drafting and negotiation to closing a deal.

Examining a target's data assets and identifying privacy and cybersecurity vulnerabilities are essential to identifying showstoppers, executing a deal, including implementing risk mitigation measures, and planning for successful data integration post-acquisition.

When negotiating and drafting the transaction documents, counsel for both parties should ensure that any data transfer or sharing in connection with the transaction is compliant with privacy laws and that the relevant reps and warranties provisions and related indemnities or other recourse are tailored to the target's data privacy and cybersecurity risks.

Listen as our authoritative panel of deal attorneys examines critical considerations for managing and allocating data privacy and cybersecurity risks in M&A deals.

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Outline

  1. Creating a due diligence checklist to fit the data risks associated with the target
  2. Key issues to look for in the diligence process
  3. Transaction-related data transfers
  4. Allocating data privacy and cybersecurity risks when drafting and negotiating transaction documents
    1. Representations and warranties
    2. Indemnity provisions
    3. Insurance
    4. Other contractual measures that can be used to mitigate privacy and cybersecurity risks

Benefits

The panel will review these and other key issues:

  • What should counsel request from the target company to identify potential data privacy and cybersecurity vulnerabilities early in a transaction?
  • What are reps and warranties and indemnity provisions or other mitigants to include in the transaction documents to allocate risk?
  • How to effect transaction-related data transfers (whether pre-signing, pre-closing, or post-closing) in compliance with privacy laws?

Faculty

Brill, Alan
Alan Brill, CIPP/US
Senior Managing Director
Kroll

Mr. Brill consults with law firms and corporations on investigative issues relating to computers and...  |  Read More

Ilan, Daniel
Daniel Ilan
Partner
Cleary Gottlieb Steen & Hamilton

Mr. Ilan’s practice focuses on intellectual property law, as well as cybersecurity and privacy. He has...  |  Read More

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