M&A Amid Trade Uncertainty: Negotiation, Drafting And Strategy

1. Overview

Shifts in North American and global trade dynamics triggered by the United States' evolving trade policies are raising multifaceted questions for M&A. Traderelated issues can vary widely and impact different targets and transactions in various ways. The task for buyers, sellers and their counsel is whether and how to adjust their negotiation, deal structure and risk allocation strategies amid these relatively novel circumstances.

While we cannot yet meaningfully assess trends in prevailing market practice, we can canvass those deal points that may warrant closer consideration in the context of trade-specific issues, from due diligence to interim period covenants to closing conditions. Nor should it be forgotten that M&A has previously endured numerous other significant macro-economic disruptions, including, in more recent times, the 2008 financial crisis and the Covid-19 pandemic. Many lessons learned in the past carry forward and can provide guidance