Background - Practices (Details)

Regulatory Due Diligence

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Commended in The Financial Times "FT Innovative Lawyers North America 2018" for "Managing Complexity and Scale" in a $1.6 billion cross-border diligence and acquisition project.

Companies doing deals in regulated industries often need more than deal counsel. You need attorneys who are well-versed in the government regulations at hand, in the industries in play, in the litigation risks their deals present, and in the art and craft of diligence more broadly.

Crowell & Moring’s due diligence team offers clients deal counsel and/or diligence counsel, working seamlessly and cost-effectively in corporate transactions across industries to deliver desired outcomes. With over 100 former government officials at the firm, we are well-suited to navigate the pivotal regulatory and policy aspects of diligence that can drive or derail deals. Our Torts litigators, trial lawyers, and product regulatory advisors conduct diligence across the regulatory and courtroom landscape for household name clients. Our Government Affairs members can advise on the political and legislative components of intricate deals, including, at times, working to modify or change laws necessary to close deals. And our corporate transactional attorneys team naturally with our diligence subject matter practitioners.

Across industries – from automotive, government contracts, chemical, food and beverage, health care, insurance, agriculture, medical devices, technology, digital, telecommunications, and beyond – clients turn to on our diligence team to get deals done on time and done right.

Partnering with Deal Counsel and Advisors

Finalist for The American Lawyers 2018 Global Legal Awards for a much-publicized diligence engagement.

A company’s selection of deal counsel is frequently not the end of the story. Meeting clients’ business objectives often requires strategic partnerships with others who are conversant in the regulatory or litigation dimensions of the deal. We routinely partner with deal counsel, investment advisors, banks, and others on the deal team to conduct aspects of diligence. When we are not your deal counsel of choice, we are often still the right choice for ancillary regulatory and litigation diligence, having teamed with the world’s most sophisticated corporate firms in the broadest array of transactional settings. Our regulatory diligence credentials include landmark efforts before CFIUS, CPSC, DOJ, EPA, FAA, FDA, FINCEN, NHTSA, OSHA, PHSMA, USDA and sister agencies worldwide.

Select Representative Matters

From CFIUS to FDA to Trade agencies and beyond, we have due diligence experience across government agencies.

  • Assisted an international provider of automotive technology solutions in evaluating its potential regulatory exposure in the acquisition of a Canadian vehicle assembler, and advised on post-close regulatory obligations with respect to NHTSA and EPA as well as trade issues.
  • Provided pre-acquisition counselling and due diligence to an auto parts manufacturer in its acquisition of assets of a company that was facing a massive product recall. Required close interaction with Congress, NHTSA, DOJ, CFIUS, government bodies worldwide and several other law firms.
  • Represented several domestic and international companies in evaluating whether to acquire businesses with legacy asbestos liability.
  • Led due diligence for a Chinese property developer considering a land acquisition on behalf of a US-based technology start-up company.
  • Provided an international conglomerate with a review of NHTSA filing obligations related to the acquisition of an industrial manufacturer.
  • Advised a pharmaceutical company on regulatory risks associated with possible acquisition of a drug manufacturing business.
  • Provided a private equity firm due diligence support on FDA and USDA regulatory questions related to its proposed acquisition of a food inspection and related services provider.
  • Advised an aviation industry client and its subsidiary on FAA regulatory issues relating to the acquisition of an air tour operator, from bankruptcy and subsequent restructuring and resumption of operations
  • Conducted regulatory diligence for a venture capital firm in LBO of a national retail eye exam and eyewear chain. 
  • Conducted regulatory diligence on proposed acquisition of engineering firm in the pharmaceutical and nuclear arenas.
  • Worked with deal counsel to provide NHTSA regulatory due diligence for a client contemplating acquiring a company facing significant regulatory and litigation challenges due to a faulty safety product.
  • Advised an automotive parts manufacturer on product safety and regulatory diligence matters for potential acquisition.
  • Advised a footwear manufacturing company in FDA-related regulatory due diligence applicable to the acquisition of equity and IP assets held by orthotics developer and manufacturer.
  • Assisted a pyrotechnic device manufacturer with an investigation of an explosion incident, employee injury and California OSHA investigations, and potential citations, negotiations and appeals.