The Daily Caveat is written by Michael Thomas, a recovering corporate investigator in the Washington, DC-area.

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Previous Posts
4/04/2005
Corruption Increasingly a Roadblock to Corporate Deal-Making
Interesting article from The American Lawyer discussing how the increase in prosecutions under the Foreign Corruopt Practices Act (facillitated both by SOX regulations and a 1997 global anti-bribery convention) has led to corporate corruption becoming a front-burnered concern when it comes time to sign on the dotted line.

From the article:
"When companies merged years ago," says Martin Weinstein of Willkie Farr & Gallagher, "there was a general feeling that organizations came with warts. It's a very new idea that an acquiror can be made to pay for sins that the target committed. And it changes the dynamics of how to do deals." Corruption, it seems, has become a deal-breaker.

For two decades, prosecutions under the U.S. Foreign Corrupt Practices Act of 1977 bumped along at the rate of one or two a year. But in the past year, the U.S. Department of Justice and the Securities and Exchange Commission have brought FCPA actions against (or settled with) six companies.

Suspicions of past corruption in an acquisition target killed a $2 billion deal in 2004-the planned purchase of The Titan Corporation by Lockheed Martin Corporation-and delayed two others on the order of $1 billion: the sale of ABB Ltd.'s energy assets to a private equity partnership, and the purchase of InVision Technologies Inc. by General Electric Company. The past year also saw two of the three steepest fines in the act's history, with Titan paying a record $28.5 million last month.
To read the rest, click here.

-- MDT

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