Better Information for Board Decisions

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CLIENT
Publicly Traded Manufacturer
INDUSTRY
Manufacturing
MATTER TYPE
Board Candidate Integrity and Antitrust Due Diligence
ENGAGEMENT
Board Candidate Due Diligence
Board Candidate Integrity and Antitrust Due Diligence

Independent due diligence assessed prospective directors’ credentials, reputation, conflicts, and potential competitive interlocks. Findings supported informed board selection and governance decisions.

The Issue

A publicly traded manufacturer sought an independent assessment of prospective directors before confirming appointments. The review extended beyond résumé verification to address professional history, reputation, integrity, litigation, regulatory matters, conflicts, outside affiliations, and independence. The company also needed to assess whether candidates’ other board or executive roles could create competitive interlocks relevant to Section 8 of the Clayton Act. This required examining the businesses involved and their competitive overlaps, alongside each candidate’s qualifications and risk profile.

Our Approach

Hilco Global reviewed public records, litigation, regulatory histories, media, and public statements; verified credentials; and conducted reference and source interviews. We mapped board service, affiliations, and business relationships to assess conflicts, independence, and disclosure considerations. We also evaluated potential competitive interlocks by examining products, customers, markets, subsidiaries, affiliates, and leadership roles in the context of the company’s business.

The Impact

Our work provided the nominating committee and Board with an independent, documented assessment of each candidate’s qualifications and risk profile. The diligence validated credentials and experience, identified reputational issues requiring consideration, and supported the evaluation of potential conflicts and independence. The analysis also surfaced overlapping corporate affiliations and potential competitive interlocks for consideration before appointment. These findings gave the company a factual basis for governance and disclosure decisions and supported moving forward with greater confidence where appropriate.

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Our Leaders
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    Kristopher Swanson Headshot Website

    Kristofer Swanson CPA CFF CFE CAMS

    Executive Director Global Investigations & Dispute Resolution Professional Services
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    kswanson@hilcoglobal.com linkedin
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    Andrew Bayer 1 Without Tie CS Website

    Andrew Bayer ACCA CFE CAMS

    Senior Director Global Investigations & Dispute Resolution Professional Services
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    abayer@hilcoglobal.com linkedin
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    Jordan Kraner DSC 0913 CS Web

    Jordan Kraner CPA CFF CFE

    Senior Director Global Investigations & Dispute Resolution Professional Services
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    jkraner@hilcoglobal.com linkedin

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