The AT&T/Time Warner merger was approved last week by Federal District Judge Leon, who eviscerated the administration’s argument in all respects. The green-lighting of the AT&T merger immediately set off more M&A activity in the form of Comcast’s $65 billion all-cash bid for the assets of 21st Century Fox. 21st Century Fox had previously agreed to be acquired by Walt Disney for approximately $52.4 billion in a cash and stock deal. This is no doubt the opening salvo in new round of merger mania.
Merger-mania raises multiple compliance issues to consider. From the FCPA perspective alone, there should be robust pre-acquisition due diligence to create a roadmap for the post-acquisition integration. Yet, in many instances, the anti-corruption compliance aspect of the integration may be one of the most straightforward. It is a matter of assessing the compliance program the acquired company has in place and then remediating any gaps with the acquiring company’s compliance program, training new employees, and performing a full forensic audit from the anti-corruption compliance perspective.
