AI in M&A: Due diligence and the new reps and warranties | ITCC

We are going to talk about AI, which I feel like a lot of folks hear that and they're like, oh my God, we've been talking about AI for the last two years.

What more could people say about it? But we really want to be hyper-focused in this episode, particular to your practice areas and honing in on two kind of ways that AI is shaping up.

I might throw to you guys to kind of set the scene for the episode, what you really wanted to talk about in terms of how we developed our initial pitch.

It might feel

like we've been talking about AI forever, but the way we're using AI is changing so quickly that the conversation we might have had six months ago is different from the conversation we're going to have today.

And if we try this again in six months, I bet you it's going to be different again.

In the M&A context, we worry about AI from several different directions.

There's the risk that the buyer has when they conduct due diligence.

But there's also the risk that the seller has when they evaluate their own business and their own disclosures for their adequacy leading up to the representations and warranties that the seller will be making inside the body of that asset purchase agreement or merger agreement.

At the same time, the practitioners, the lawyers, the accountants on both sides of the transaction are probably using AI both to generate, analyze, and comment on the transaction documents, but also to ingest information analyze and then summarize the documents that they are reviewing as part of due diligence.

So we literally have AI going on in front of us, behind us and on both sides.

And I think if you're going to be involved in the M&A business today, you really do need to be conversant with how AI works, how it's relevant in business and the trends that are shaping up as AI becomes more and more a part of our daily lives in the workplace.

All right,

great.

Well, that's sort of introduction, Jonathan.

And Philip, anything you'd like to add to that before we dive into that first prompt, the due diligence prompt?

No, I can't

follow that one up.

right? He's pretty good.

It's like he's done it before.

No, that was great, Jonathan.

So speaking about due diligence, and I'm really hoping that maybe you both can give some examples of what's cropped up in your practice areas over the last six to 12 months in terms of where that is sort of leaking in and some examples of how that is manifesting in terms of a due diligence process.