Data Protection and M&A
There is a new area of due diligence that M&A counsel must address in trans-border transactions: "data" acquisition and transfer. This due diligence requires a specialized knowledge about data protection requirements in the European Union, United States, and other countries. Many transactional counsel are not aware that "personal data" includes supplier and employee data -- in other words, data that virtually any global enterprise collects and transfers. The failure to properly perform this due diligence can materially affect an enterprise’s operational integration into an acquiror, as well as its economic value.
In the U.S. as well as in Europe, data protection issues have long been disregarded in M&A transactions. However, certain factors -- such as the ability to electronically collect, process, and analyze vast amounts of personal data; the transformation of the Internet from an interconnected information exchange to a commercial business platform;
