EPISODE · Sep 24, 2025 · 38 MIN
Europe vs US deal habits that reshapes your M&A playbook
from Clause & Effect · host Emma Legal
EU and US deals run on different defaults: the US favors completion accounts, disclosure letters, and full bring-downs at closing; Europe leans lockbox pricing, data-room disclosure, and damages-only repetition. Liability caps are typically lower in the US, while W&I insurance has replaced many escrows in Europe and is moving down-market. To win cross-border, decide your price mechanism early, align interim risk, and engineer disclosures upfront.Guest: Michaël Heene, Partner M&A @DLA Piper
What this episode covers
EU and US deals run on different defaults: the US favors completion accounts, disclosure letters, and full bring-downs at closing; Europe leans lockbox pricing, data-room disclosure, and damages-only repetition. Liability caps are typically lower in the US, while W&I insurance has replaced many escrows in Europe and is moving down-market. To win cross-border, decide your price mechanism early, align interim risk, and engineer disclosures upfront.Guest: Michaël Heene, Partner M&A @DLA Piper
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Europe vs US deal habits that reshapes your M&A playbook
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