Intellectual Property (and Data Privacy) in Mergers and Acquisitions

  Thompson & Knight attorneys Steve Stein, Craig Carpenter, and Jesse Betts recently gave a presentation entitled “Intellectual Property in M&A” to the Dallas Bar Association Intellectual Property (IP) Section. In their presentation, Steve, Craig, and Jesse provided an overview of the IP issues triggered by an M&A transaction and how to deal with those issues. The presenters walked through the steps of a typical M&A transaction, identifying and discussing IP-related issues along the way, including deal structure considerations, IP due diligence, important provisions in the transaction documents (including indemnity, IP reps, etc.), chain of title and transfer issues, and (relevant here) data privacy issues. The presenters stressed that data privacy review should be part of the due diligence process. This includes reviewing public privacy policies and understanding where the target company’s data came from. The presenters also discussed how the acquiring company should consider taking possession of only the information and data that is necessary or beneficial to the transaction (rather than just taking on all of the data).  Finally, depending on the type of transaction, the presenters suggested including data privacy representations and warranties into the transaction documents. To view the presentation, click here. For more information regarding cybersecurity and data privacy in M&A, please contact Steve, Craig, or any of Thompson & Knight’s Data Privacy and Cybersecurity lawyers.