FCPA Due Diligence in M&A Amid Increased Enforcement

Developing and Risks and Implementing Post-Closing Protections

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

Conducted on Wednesday, August 24, 2016

Recorded event now available

or call 1-800-926-7926
Program Materials

This CLE webinar will provide guidance to deal teams on conducting M&A FCPA due diligence to assess and mitigate pre-closing risks and implement post-closing protections.


In any transaction, corruption red flags may arise during due diligence. In light of new FCPA guidance issued by the Justice Department, and continued vigorous enforcement of FCPA violations by the DOJ and the Securities & Exchange Commission, it is essential that prospective buyers understand corruption risks before concluding a transaction.

For example, Abbott Laboratories recently tried to end its $5.8 billion agreement to acquire Alere Inc. after learning that Alere is part of a DOJ probe regarding potential corrupt conduct in Africa, Asia and Latin America, as well as other matters related to FCPA violations. Complicating matters for Abbott, government investigations into FCPA violations can take years.

To succeed, deals must include robust FCPA diligence that is married with - and informs - a thoughtful FCPA compliance integration plan for day one post-closing. Successor liability starts immediately.

Listen as our authoritative panel discusses pre-deal FCPA due diligence and when continued post-merger diligence is warranted. The panel will offer best practices for conducting due diligence, addressing red flags raised or violations uncovered in due diligence, and approaches to remedy such situations.



  1. Recent enforcement activity and take-aways
  2. Due diligence challenges
    1. Local laws
    2. Business culture in restricted environment
    3. Record keeping
    4. Conducting due diligence of nontransparent entities
  3. Recent DOJ/SEC guidance
  4. Due diligence best practices
    1. Pre-merger
    2. Integration
    3. Post-merger


The panel will review these and other key issues:

  • What factors should acquiring companies consider when conducting FCPA due diligence on a target company?
  • What cost effective strategies can companies employ to reduce FCPA risk posed by potential targets?
  • What steps should counsel take when red flags or violations are discovered in the due diligence process?
  • When is post-closing diligence needed?
  • How has recent DOJ action - including introduction of the FCPA pilot program - impacted buyers' due diligence obligations?


Thaddeus R. McBride

Bass Berry & Sims

Mr. McBride represents companies and individuals in international trade regulatory, compliance, investigative, and...  |  Read More

Bob Schuettler
Bob Schuettler
Vice President, Office of the General Counsel
Vista Outdoor

Mr. Schuettler oversees the company’s international trade operations, with responsibility for export/import...  |  Read More

James Simoes
James Simoes
Director, International Regulatory Affairs
Vista Outdoor

Mr. Simoes leads the company’s international regulatory affairs function, with responsibilities for export,...  |  Read More

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