Companies are now paying much closer attention to cybersecurity issues when involved in mergers and acquisitions. To help explain recent changes, the American Bar Association's Business Law Section has published a new book, the “Guide to Cybersecurity Due Diligence in M&A Transactions.” It is edited by Thomas J. Smedinghoff, an attorney at Locke Lord, and Roland Trope, an attorney at Trope and Schramm.

The 272-page book is broken down into 13 chapters that explore the importance of cybersecurity to due diligence and M&A, what acquirers should know, and how due diligence impacts a transaction. It also features an appendix that includes a listing of common U.S. data security laws and regulations. Among those working on the book were attorneys who specialize in corporate governance and cybersecurity.

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What Makes Cyber Diligence Different

In explaining why the book came about, Trope told Legaltech News that “just a few years ago, cybersecurity due diligence was often ignored in M&A deals.” He cited one 2015 survey of global dealmakers by an international law firm that found that 78 percent of the respondents indicated that cybersecurity was not analyzed in great depth or specifically quantified as part of the M&A due diligence process.