Brown Borkowski & Morrow


Photo of Brown Borkowski & Morrow legal team

Due diligence in mergers and acquisitions

Mergers and acquisitions are some of the most common kinds of business transaction in Michigan, and the sheer size of these deals means that they require great scrutiny. Due diligence is a critical part of information verification to ensure that all parties are satisfied with the deal and its parameters.

Why do due diligence?

When a company wants to buy another company, it is operating on limited information about its target. The buyer will see some financial statements and other public reports, but they don’t have the full, intimate details about how the company performs. That creates some risk; they have an idea of what the target company can do and how well it functions, but they don’t know for sure. Due diligence is the process by which the acquiring business owner learns as much as they can about the target company, why it is willing to be sold, how the financials and operations have evolved over time and any other relevant facts.

If due diligence turns up any problems, the deal might be modified or even canceled based on what the researchers find. Depending on how far advanced the deal is, this could lead to lawsuits or other transactions in business law based on any commitments either party has made. The companies want the deal to go forward, but it has to be on the basis of accurate information.

A merger is a highly complex deal, and due diligence can take a long time until everyone is satisfied with the information. The process is costly in terms of labor, time and effort, but it is a necessary step for any successful merger.