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Digital Assets and Blockchain in M&A: Due Diligence, Key Provisions, Structuring Issues

Valuation, Compliance, and Tax Concerns

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

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Conducted on Wednesday, July 27, 2022

Recorded event now available

or call 1-800-926-7926

This CLE course will examine the unique issues associated with mergers and acquisitions in the crypto and blockchain sectors. The panel discussion will include technology integration, valuation, regulatory and tax concerns particular to digital assets.


The applications for digital assets and blockchain infrastructure have expanded exponentially in recent years, resulting in a rapid increase in M&A activity in the crypto space. Investors and their counsel must understand the nuances of digital asset businesses in evaluating and structuring these transactions.

Each blockchain has standards and procedures, so buyers should carefully consider how acquired technology will integrate into their existing technology. Regulatory scrutiny of cryptocurrency and blockchain continues to evolve. Buyers should carefully evaluate a target company's past actions to identify risks of regulatory noncompliance with commodities, banking, and IP laws.

New technologies and digital assets such as NFTs can be difficult to appraise, and cryptocurrency can fluctuate wildly in value. Buyers must fully understand the value and commercial viability of the assets to be acquired. Well-crafted earnout and price adjustment provisions are critical. The buyer may also want the ability to terminate if the value of the enterprise falls below a stated threshold -- breakup fees may be heavily negotiated.

Listen as our authoritative panel discusses the complex issues associated with acquiring crypto assets and technology.



  1. Due diligence
  2. Regulatory compliance issues: commodities, banking, IP, other
  3. Asset valuation and price volatility
  4. Critical provisions in M&A agreements: seller and buyer protections
  5. Tax issues in deal structure


The panel will review these and other critical issues:

  • Why are digital assets and blockchain technology so difficult to value?
  • What compliance issues are of particular concern in acquiring a cryptocurrency enterprise?
  • How does price volatility affect tax planning in an M&A transaction involving digital assets?


Brandon, David
David J. Brandon

Miller Nash

Mr. Brandon is a tax and business attorney who regularly counsels business enterprises, nonprofit organizations, and...  |  Read More

Parkllan, Bryce
Bryce Parkllan

Miller Nash

Mr. Parkllan is a tax and business attorney with experience in international tax compliance for multinational...  |  Read More

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