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Mergers & Acquisitions

2013 Global Ethics Summit. Mergers & Acquisitions. March 5, 2013. The Target Search. Ethical and practical issues typically considered when searching for a target Characteristics of a target or groups of targets that make them potentially higher risk from an ethical perspective.

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Mergers & Acquisitions

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  1. 2013 Global Ethics Summit Mergers & Acquisitions March 5, 2013

  2. The Target Search • Ethical and practical issues typically considered when searching for a target • Characteristics of a target or groups of targets that make them potentially higher risk from an ethical perspective

  3. Due Diligence • Ethical issues and practical issues considered by the acquirer during due diligence process • Divide process into phases. 1) Collect data from due diligence phase of subsidiaries, offices, factories, sites and where employees are (blue/white collar), map existing integrity program, process and controls in target and compare-review what overlaps. • Different ethical considerations during due diligence for a target that is marketing its company for sale vs a target that is subject to more of a hostile-type takeover • Special note: Change of control agreements that protect senior executives of the target

  4. Negotiations • Ethical issues typically considered by the acquirer during negotiations • Discussion of ethical considerations that arise during negotiations or soon thereafter

  5. Integration and Beyond • Key ethical considerations for integration and beyond • Key factors to successful combinations from an ethical perspective. • Focus on the ethical gap bridging, acceptance and understanding of “why,” making employees feel at home with the new program.

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