M&A activity in the United States has reached a total value of approximately $35 billion in the last 30 years, and activity has steadily increased over the last decade. 2017 held a record number of deals in a single year, up 12 percent over the previous year. Since 2000, transactions in the health care, financial services and energy sectors account for the majority of M&A activity. Alongside this rise in deal size, the scope and complexity of post-M&A activity is also increasing, introducing an entirely new set of considerations for in-house legal departments. For example, in recent months CBS and Viacom announced a merger, forming one of the largest media enterprises in the world. Several pharmaceutical sector leaders have announced strategic acquisitions, with Bristol Meyers Squibb’s purchase of Celgene Pharma and AbbVie’s announcement of its acquisition of Allergan.

While the executive suite focuses on the financials, strategic outcomes and growth potential, counsel must address a variety of additional issues to fully harness the strategic objectives of a deal. Many of these—such as merging legal hold systems, separating sensitive document repositories, reviewing contractual obligations and realigning data governance policies—involve a heavy lift. Even before those activities commence, counsel is often immersed in the complex and resource-intensive process of responding to second request investigations from regulators. After working to fulfill a second request and receiving clearance for the deal, in-house counsel has little breathing room before the legal integration process must begin. Early planning and securing the buy-in for resources and funds is key.