The second part of the “Tech-M&A 2025: Due Diligence, Structuring, Risk Management, and M&A in AI” study has been published.
Dear readers, we are pleased to present the study “Tech M&A 2025. Part 2. Due Diligence, Structuring, Risk Management, and M&A in AI,” organized and conducted by Anastasia Nerchinskaya, DENUO, ALRUD, VERBA LEGAL, and ADVANCE CAPITAL". KKMP partner Anna Maksimenko and KKMP senior associate Elena Polevaya participated in the study, providing commentary for the section “Legal Specifics of M&A Transactions Involving AI Companies.”
As part of her research, Anna Maksimenko addressed fundamental issues regarding the legal regime governing data in AI systems. She explained that training datasets remain independent assets, since the model extracts only statistical patterns from them rather than storing the data itself—a distinction that is crucial for legal classification. Anna also identified priority areas for due diligence, noting the need to verify the lawful origin of the data, as well as the rights to the model and the results it generates, each of which has its own distinct legal regime.
In turn, Elena Polevaya highlighted the practical aspects of transactions with AI companies. She explained that rights to the results of model fine-tuning depend on the terms of the license for the base model and the extent of the changes made, noting that substantial modifications may be considered derivative works. In addition, Elena highlighted the key assurances that a buyer should request from the seller: confirmation of title to the AI assets, the legality of data collection and use, the model’s compliance with its stated specifications, and adherence to regulatory standards, including requirements regarding personal data.
The full version of the second part of the study is available at the link.
A post with information about the first part of the study is available at the link.
Part 2 of the Tech-M&A 2025 Study: Due Diligence, Structuring, Risk Management, and M&A in AI
