11^th Annual

Mergers and Acquisitions Institute

The Premier Private M&A Conference

Dallas Oct 15-16, 2015 The Ritz-Carlton
Conference Concluded

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SPONSORS
Akin Gump Strauss Hauer & Feld LLP
Alston & Bird LLP
Andrews Kurth LLP
Arendt & Medernach (Luxembourg Law Firm)
Berkeley Research Group, LLC
Blackhill Partners, LLC
Blake, Cassels & Graydon LLP (Canada)
Cooley LLP
CT, a Wolters Kluwer Business
Gardere Wynne Sewell LLP
Generational Equity, LLC
Gibson, Dunn & Crutcher LLP
Gómez-Acebo & Pombo (Spain and Portugal)
Grant Thornton LLP
Haynes and Boone, LLP
Hogan Lovells BSTL (Mexico)
Loyens & Loeff (Netherlands)
Matheson (Ireland)
McDermott Will & Emery
Morrison & Foerster LLP
Munsch Hardt Kopf & Harr, P.C.
Norton Rose Fulbright
Polsinelli PC
Practical Law
Selman Munson & Lerner, P.C.
Sidley Austin
Skadden, Arps, Slate, Meagher & Flom LLP
SRS Acquiom LLC
Stikeman Elliott LLP (Canada)
Sullivan & Cromwell LLP
Thompson & Knight LLP
Vinson & Elkins LLP
Weil, Gotshal & Manges LLP
Wells Fargo, N.A. Corporate Trust and Escrow Services

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Overview

UT Law’s Mergers and Acquisitions Institute has gained a reputation among deal lawyers, corporate development officers, investment bankers, private equity investors, hedge fund managers and other legal and financial practitioners as the leading private M&A conference of its kind in the United States.

Now in its 11th year, this program examines the latest deal trends, structures, pitfalls and opportunities in M&A, includes nationally and internationally recognized speakers, and provides invaluable networking opportunities to network with leading M&A lawyers and corporate development officers in Texas and the Southwest.

Key reasons to attend:

Gain insight from experienced practitioners on how to navigate potential conflicts of interest among stakeholders in M&A transactions
Learn how to take advantage of the new normal in Bottoms Up: Doing Opportunistic Deals in Today’s Energy Sector
Explore the complexities of joint venture governance and the obligation to offer business opportunities to the joint venture or each other
Learn how to maximize seller leverage and take your asset from “ho-hum” to “must-have”
Hear the latest updates on Outcome-Determinative Default Rules under Delaware, New York, and Texas Law

The combination of an excellent program with nationally recognized speakers, prestigious U.S. and international sponsors, Fletcher’s Texas State Fair famous corny dogs, the 4th annual whiskey tasting, invaluable networking opportunities, and much more, makes this a celebration you won't want to miss!

Event Schedule

Program is subject to change.
All times are Central Time Zone.

Day 1 October 15, 2015
Day 2 October 16, 2015

Time

Credit

Subject

Speaker
Thursday Morning, Oct. 15, 2015
Presiding Officers:
Bob Calmes, Arendt & Medernach LLC, (Luxembourg) - New York, NY
Rubén Ferrer, Gómez-Acebo & Pombo LLP (Spain) - New York, NY
7:30 am

Registration Opens

Includes continental breakfast.
8:15 am

Welcoming Remarks by Institute Co-Chairs

Wilson Chu, McDermott Will & Emery - Dallas, TX
Larry E. Glasgow, Gardere Wynne Sewell LLP - Dallas, TX
8:30 am

1.00 hr

Conflict Transactions: A Guide to Navigating Perilous Waters

Learn from experienced M&A practitioners how to navigate the actual and potential conflicts of interest that often surface in M&A transactions when dealing with significant stockholders, boards of directors, senior executives and investment bankers.

Moderator:
Larry E. Glasgow, Gardere Wynne Sewell LLP - Dallas, TX
Panelists:
Kevin Miller, Alston & Bird LLP - New York, NY
Jay Tabor, Gibson, Dunn & Crutcher LLP - Dallas, TX
Andrew R. Thompson, Cravath, Swaine & Moore LLP - New York, NY
9:30 am

1.00 hr

Eeny, Meeny, Miny, Moe: Update on Outcome-Determinative Default Rules under Delaware, New York, and Texas Law

Going-silent could be pro-buyer or pro-seller depending on the law you pick. Compare key jurisdictions, analyze and separate fact from fiction on what happens when you go silent and when you test the freedom-of-contract limits of common, yet potentially outcome-determinative deal points.

Moderator:
Wilson Chu, McDermott Will & Emery - Dallas, TX
Panelists:
Wallis M. Hampton, Skadden, Arps, Slate, Meagher & Flom LLP - Houston, TX
Srinivas M. Raju, Richards, Layton & Finger, P.A. - Wilmington, DE
Christopher Torrente, Kirkland & Ellis LLP - New York, NY
Glenn D. West, Weil, Gotshal & Manges LLP - Dallas, TX
10:30 am

Break

THANK YOU TO OUR EXCLUSIVE SPONSOR
Wells Fargo, N.A.
10:45 am

1.00 hr

Bottoms Up: Doing Opportunistic Deals in Today's Energy Sector

With commodity pricing fluctuations, the pending redetermination of borrowing bases and money piling up on the sideline ready to get in the game, the expected onslaught of oil and gas M&A transactions brings with it legal concerns unique to the energy industry. Learn first-hand from experienced oil and gas M&A attorneys, investment bankers, and savvy industry dealmakers on how to gain the advantage when doing deals in this "new normal" environment.

Moderator:
J. Holt Foster III, Thompson & Knight LLP - Dallas, TX
Panelists:
John Goodgame, Akin Gump Strauss Hauer & Feld LLP - Houston, TX
Jeff Jones, Blackhill Partners, LLC - Dallas, TX
Cliff W. Vrielink, Sidley Austin LLP - Houston, TX
Jeffrey A. Zlotky, NGP Energy Capital Management, LLC - Irving, TX
11:45 am

Pick Up Lunch

Included in registration.
Thursday Afternoon, Oct. 15, 2015
Presiding Officers:
J. Freek K. Jonkhart, Loyens & Loeff (Netherlands) - Rotterdam, Netherlands
John Leopold, Stikeman Elliott LLP (Canada) - Montreal, Quebec, Canada
LUNCHEON PRESENTATION
Thank You to Our Exclusive Sponsor

CT, a Wolters Kluwer Business
12:15 pm

0.50 hr ethics

Ethical Issues in M&A Disputes

Ethical considerations in negotiating and resolving post-closing M&A disputes.

Michael A. Fahlman, Berkeley Research Group, LLC - Phoenix, AZ
12:45 pm

Break
1:00 pm

1.00 hr

Maximizing Seller Leverage: Update on Pivotal Processes, Practices, and Provisions

Despite the current M&A activity level and the large number of buyers in the market, not all sellers are created equal. Seller leverage, whether real or perceived, can make the difference between a buyer's view of the seller as an absolute "must-have" or a "ho-hum" asset. Explore the trending tactics in processes, practices, and provisions that sophisticated sellers are using to make themselves that "must-have."

Moderator:
Tasha Hailey Hutchins, Practical Law (a Thomson Reuters solution) - Washington, DC
Panelists:
Samantha Hale Crispin, Baker Botts - Dallas, TX
Mark S. Solomon, Andrews Kurth LLP - Dallas, TX
Samer M. Zabaneh, DLA Piper LLP (US) - Austin, TX
2:00 pm

1.00 hr

When International Issues Invade Your Deal

When international issues invade your transaction, a domestic choice of law won’t be enough to save it. Learn from the experts as they discuss their list of international issues you need to consider before your next transaction.

Moderator:
John R. Bakht, CARBO Ceramics Inc. - Houston, TX
Panelists:
Michael G. O'Bryan, Morrison & Foerster LLP - San Francisco, CA
Kathleen A. Scott, Norton Rose Fulbright - New York, NY
Krishna Veeraraghavan, Sullivan & Cromwell LLP - New York, NY
3:00 pm

1.00 hr

Joint Venture Governance and Business Opportunity Issues

Joint ventures are an increasingly common vehicle for combining businesses. The continuing nature of a joint venture raises unique issues regarding the governance of the joint venture and its relationship to the other businesses of the joint venture partners. Examine alternatives for joint venture governance and the extent to which the joint ventures are obligated (by law or contract) to offer "business opportunities" to the joint venture or each other. These issues are typically addressed when the joint venture documents are negotiated, but operations under even the best documents can present unforeseen issues, including some that arise as a result of subsequent case law.

Moderator:
Byron F. Egan, Jackson Walker L.L.P. - Dallas, TX
Panelists:
Gemma L. Descoteaux, Polsinelli PC - Dallas, TX
Tom D. Harris Jr., Haynes and Boone, LLP - Dallas, TX
Marc Rose, Vinson & Elkins LLP - Dallas, TX
4:00 pm

5th Annual Byron Egan Whiskey Tasting and Coffee Break

Join us for a tasting to find the difference between Irish and Scotch whiskeys.

THANK YOU TO OUR EXCLUSIVE SPONSOR
Sullivan & Cromwell LLP
4:30 pm

1.25 hrs

Negotiating the Private Company Deal: A Mock Negotiation of Today's—and Tomorrow's—Hot Issues

A mock negotiation highlighting key issues in private company deals.

Richard E. Climan, Weil, Gotshal & Manges LLP - Redwood City, CA
Joel I. Greenberg, Kaye Scholer LLP - New York, NY
5:45 pm

Adjourn
Cocktail Reception

Join us for drinks and hors d'oeuvres with program faculty and attendees.

THANK YOU TO OUR EXCLUSIVE SPONSOR
Sidley Austin

Time

Credit

Subject

Speaker
Friday Morning, Oct. 16, 2015
Presiding Officers:
Mark R. T. Adkins, Blake, Cassels & Graydon LLP (Canada) - New York, NY
Patrick Spicer, Matheson (Ireland) - Dublin, Ireland
7:30 am

Conference Room Opens

Includes continental breakfast.
8:30 am

1.00 hr

Trending Issues in Negotiation of Indemnification Provisions

Risk allocation continues to be one of the most important and nuanced subjects in structuring private target M&A transactions. Review recent trends and developments in the indemnification arena and learn what practitioners need to know today and tomorrow.

Moderator:
Craig A. Menden, Cooley LLP - Palo Alto, CA
Panelists:
Michael J. Kendall, Goodwin Procter LLP - Boston, MA
Robert R. Kibby, Munsch Hardt Kopf & Harr, P.C. - Dallas, TX
Paul Koenig, SRS Acquiom LLC - Denver, CO
9:30 am

1.00 hr

Enforceability of Obligations Against Non-Signatories in Private Mergers

Can you bind stockholders to the terms of your deal without their express say so? And what counts as express say so? Learn how to navigate this developing area in the wake of Cigna.

Jessica C. Pearlman, K&L Gates LLP - Seattle, WA
Patricia O. Vella, Morris, Nichols, Arsht & Tunnell LLP - Wilmington, DE
10:30 am

1.00 hr

Corporate Carveouts and Divestitures

A discussion of the complexities involved when preparing for an auction and understanding auction dynamics; allocating assets, liabilities and other resources; addressing financial statement and other accounting issues; negotiating TSAs; dealing with employee matters, including retirement plan assets, stock options and bonuses; challenges with respect to attorney-client privilege; and other tricky issues.

Moderator:
Michael T. Peters, Locke Lord LLP - Houston, TX
Panelists:
Eric Burgess, Grant Thornton LLP - Dallas, TX
Barbara Papas, The McLean Group, LLC - Addison, TX
David C. Rex, Prophet Equity LP - Southlake, TX
Paul J. Shim, Cleary Gottlieb Steen & Hamilton LLP - New York, NY
11:30 am

Adjourn

Day 1 October 15, 2015
Day 2 October 16, 2015

Download Schedule

Conference Faculty

John R. Bakht

CARBO Ceramics Inc.
Houston, TX

Eric Burgess

Grant Thornton LLP
Dallas, TX

Wilson Chu

McDermott Will & Emery
Dallas, TX

Richard E. Climan

Weil, Gotshal & Manges LLP
Redwood City, CA

Samantha Hale Crispin

Baker Botts
Dallas, TX

Gemma L. Descoteaux

Polsinelli PC
Dallas, TX

Byron F. Egan

Jackson Walker L.L.P.
Dallas, TX

Michael A. Fahlman

Berkeley Research Group, LLC
Phoenix, AZ

J. Holt Foster III

Thompson & Knight LLP
Dallas, TX

Larry E. Glasgow

Gardere Wynne Sewell LLP
Dallas, TX

John Goodgame

Akin Gump Strauss Hauer & Feld LLP
Houston, TX

Joel I. Greenberg

Kaye Scholer LLP
New York, NY

Wallis M. Hampton

Skadden, Arps, Slate, Meagher & Flom LLP
Houston, TX

Tom D. Harris Jr.

Haynes and Boone, LLP
Dallas, TX

Tasha Hailey Hutchins

Practical Law (a Thomson Reuters solution)
Washington, DC

Jeff Jones

Blackhill Partners, LLC
Dallas, TX

Michael J. Kendall

Goodwin Procter LLP
Boston, MA

Robert R. Kibby

Munsch Hardt Kopf & Harr, P.C.
Dallas, TX

Paul Koenig

SRS Acquiom LLC
Denver, CO

Craig A. Menden

Cooley LLP
Palo Alto, CA

Kevin Miller

Alston & Bird LLP
New York, NY

Michael G. O'Bryan

Morrison & Foerster LLP
San Francisco, CA

Barbara Papas

The McLean Group, LLC
Addison, TX

Jessica C. Pearlman

K&L Gates LLP
Seattle, WA

Michael T. Peters

Locke Lord LLP
Houston, TX

Srinivas M. Raju

Richards, Layton & Finger, P.A.
Wilmington, DE

David C. Rex

Prophet Equity LP
Southlake, TX

Marc Rose

Vinson & Elkins LLP
Dallas, TX

Kathleen A. Scott

Norton Rose Fulbright
New York, NY

Paul J. Shim

Cleary Gottlieb Steen & Hamilton LLP
New York, NY

Mark S. Solomon

Andrews Kurth LLP
Dallas, TX

Jay Tabor

Gibson, Dunn & Crutcher LLP
Dallas, TX

Andrew R. Thompson

Cravath, Swaine & Moore LLP
New York, NY

Christopher Torrente

Kirkland & Ellis LLP
New York, NY

Krishna Veeraraghavan

Sullivan & Cromwell LLP
New York, NY

Patricia O. Vella

Morris, Nichols, Arsht & Tunnell LLP
Wilmington, DE

Cliff W. Vrielink

Sidley Austin LLP
Houston, TX

Glenn D. West

Weil, Gotshal & Manges LLP
Dallas, TX

Samer M. Zabaneh

DLA Piper LLP (US)
Austin, TX

Jeffrey A. Zlotky

NGP Energy Capital Management, LLC
Irving, TX

Planning Committee

Wilson Chu—Co-Chair

McDermott Will & Emery
Dallas, TX

Larry E. Glasgow—Co-Chair

Gardere Wynne Sewell LLP
Dallas, TX

Michelle Ann Alldredge

The University of Texas School of Law
Austin, TX

Elizabeth C. Brandon

Vinson & Elkins LLP
Dallas, TX

Richard E. Climan

Weil, Gotshal & Manges LLP
Redwood City, CA

R. Scott Cohen

Jones Day
Dallas, TX

Gemma L. Descoteaux

Polsinelli PC
Dallas, TX

Byron F. Egan

Jackson Walker L.L.P.
Dallas, TX

Sal Fira

Grant Thornton LLP
Dallas, TX

J. Holt Foster III

Thompson & Knight LLP
Dallas, TX

Tom D. Harris Jr.

Haynes and Boone, LLP
Dallas, TX

Thomas W. Hughes

Norton Rose Fulbright
Dallas, TX

Jeff Jones

Blackhill Partners, LLC
Dallas, TX

Robert R. Kibby

Munsch Hardt Kopf & Harr, P.C.
Dallas, TX

Robert B. Little

Gibson, Dunn & Crutcher LLP
Dallas, TX

Cookie F. Munson

Surveying And Mapping, Inc. (SAM, Inc.)
Austin, TX

Noelle M. Reed

Skadden, Arps, Slate, Meagher & Flom LLP
Houston, TX

Rhett A. Van Syoc

Kirkland & Ellis LLP
Houston, TX

Cliff W. Vrielink

Sidley Austin LLP
Houston, TX

Glenn D. West

Weil, Gotshal & Manges LLP
Dallas, TX

Sean T. Wheeler

Latham & Watkins LLP
Houston, TX

Credit Info

Dallas

MCLE Credit

Texas – 10.75 hrs | 0.50 hrs Ethics

You may claim your credit online in Your Briefcase, and UT Law CLE will report credit on your behalf to the State Bar of Texas. A Certificate of Attendance will be provided in Your Briefcase for your records. The system reports Texas CLE credit every Tuesday. If you are claiming credit in the last week of your birth month, self-report your CLE credit directly to the State Bar of Texas at texasbar.com, using the course number provided on your certificate of attendance.

California – 10.75 hrs | 0.50 hrs Ethics

You must claim your credit online in Your Briefcase, and will then be provided a Certificate of Attendance for your records. UT Law CLE is required to provide the State Bar with electronic attendance records for any MCLE participatory activity within 60 days of completion of the activity. The California licensee is responsible for reporting their compliance/credit hours earned to the State Bar at the end of their reporting period directly to the State Bar of California at calbar.ca.gov. UT Law CLE will maintain Attendance Records for four years.

Delaware – 10.30 hrs

No Additional Credit Information.

Illinois – 10.75 hrs | 0.50 hrs Ethics

Within 10 days of the conference you must claim and certify your credit online in Your Briefcase, then you will be provided a Certificate of Attendance for your records. UT Law CLE will verify the number of Illinois attorneys in attendance within 10 days after the conference and will report your credit to the MCLE Board of the Supreme Court of Illinois. Failure to submit your credit within 10 days may result in attendance not being reported or may result in additional fees being assessed to you for credit reporting. UT Law CLE will maintain Attendance Records for four years.

Indiana – 10.30 hrs

At the conference, you will need to sign in on the Record of Attendance form at the registration desk. UT Law CLE will report credit on your behalf to the Indiana Commission for Continuing Legal Education within 30 days after the conference. You will receive a Certificate of Attendance at the conference to keep for your records.

New Jersey – 12.00 hrs

As The University of Texas School of Law is a State Bar of Texas approved MCLE provider (Sponsor #13), our courses are presumptively approved for MCLE credit based on a 50-minute credit hour, and in accordance with the Regulations of the Supreme Court of New Jersey Board on Continuing Legal Education. More information and details can be found in the Board of Continuing Legal Education Regulations (PDF).

At the conclusion of the conference you will need to claim and certify your credit online, in your UTCLE "Briefcase", you will then be provided a certificate of attendance . Self-report your CLE credit directly to the Supreme Court of New Jersey Board on Continuing Legal Education. UT Law CLE will maintain Attendance Records for four years.

New York – 12.50 hrs | 0.50 hrs Ethics

As The University of Texas School of Law is a Oklahoma Bar Association presumptively approved MCLE provider (#169), and Oklahoma is a New York Approved Jurisdiction on List A, our courses are approved for MCLE credit based on a 50-minute credit hour, and in accordance with the Program Rules and the Regulations and Guidelines of the New York State Continuing Legal Education Board. More information and details can be found at Section 6 of the Regulations and Guidelines (PDF).

You must claim and certify your credit online in your UTCLE "Briefcase", and will then be provided a Certificate of Attendance for your records. Self-report your CLE credit directly to the New York State Bar Association. UT Law CLE will maintain Attendance Records for four years.

Oklahoma – 13.00 hrs | 0.50 hrs Ethics

You must claim and certify your credit online in Your Briefcase, then you will then be provided a Certificate of Attendance for your records. UT Law CLE will report credit on your behalf to the Oklahoma Bar Association within 30 days after the conference.

Pennsylvania – 10.00 hrs | 0.50 hrs Ethics

UT Law CLE is an approved provider of Pennsylvania credit, sponsor #236. You must claim your credit online in Your Briefcase, and will then be provided a Certificate of Attendance for your records. Attorney attendance will be reported to Pennsylvania within 2 weeks after credit is claimed and submit. Attorneys are not able to report this credit on their own, and UT Law CLE pays all associated fees for the credit hours. Contact us at accreditation@utcle.org if you have additional questions.

Other Credit

TX Accounting CPE – 12.50 hrs

The University of Texas School of Law (Provider #250) live conferences are presumptively approved by The Texas State Board of Public Accountancy for Texas Accounting CPE credit based on a 50-minute credit hour. Approved for general CPE credit only.

At the conference, you are welcome to sign in on the Accounting CPE Record of Attendance form at the registration desk, but we are now reporting all credit online. You will receive a Texas Accounting Certificate of Completion in Your Briefcase. Self-report your CPE credit directly to TSBPA. UT Law CLE will maintain Attendance Records for four years.

Contact us at accreditation@utcle.org if you have additional questions.

Key Dates

Dallas – Oct 15-16, 2015 – The Ritz-Carlton

Conference Concluded

Buy

Dallas

Individual
Last day for $725.00 Regular pricing: Oct 7, 2015

$825.00 for registrations received after this time

Group (5 registrants minimum)
Last day for $655.00 Regular pricing: Oct 7, 2015

$755.00 for registrations received after this time

Group (10 registrants minimum)
Last day for $580.00 Regular pricing: Oct 7, 2015

$680.00 for registrations received after this time

Last day for cancellation (full refund): Oct 9, 2015

$50 processing fee applied after this date

Last day for cancellation: Oct 12, 2015

Venue

The Ritz-Carlton

2121 McKinney Avenue
Dallas, TX
800.960.7082 (reservations)

Accommodations

$379 room rate good through September 14, 2015 (subject to availability).

Parking Information

Valet only: $15 day, $25 overnight

Our Sponsors

Thank you to our sponsors! Click each logo below to learn more.

CT, a Wolters Kluwer Business

CT is the highest quality provider of corporate business compliance solutions and registered agent services for the dealmaker industry. Our expertise and unparalleled service allow us to offer a powerful suite of solutions including: mergers and acquisitions support, secured lending and structured finance assistance, global compliance and international services, and real estate transaction services. We enable our customers to make smart decisions and effectively manage the complexities of their business requirements. CT is part of Wolters Kluwer Corporate Legal Services, a business of Wolters Kluwer, a market-leading global information services company.
ct.wolterskluwer.com
Sidley Austin

Sidley Austin LLP is a premier law firm with more than 1,800 lawyers in 18 offices around the globe. Each year since the survey’s inception, Sidley has received the most first-tier national rankings of any U.S. law firm in the 2014 U.S. News–Best Lawyers® “Best Law Firms” survey, including a top-tier national rating in Mergers & Acquisitions Law.

Sidley’s Mergers & Acquisitions group provides experience in the structuring, negotiation and financing of a broad range of domestic and cross-border M&A transactions as well as in the design and implementation of structural defenses to unsolicited takeover proposals, including shareholder rights plans. The group handles a broad variety of M&A transactions, including public company acquisitions, mergers, dispositions and separations (including spin-offs), tender offers, negotiated and unsolicited transactions, auctions, proxy solicitations, joint ventures, restructurings and other transactions involving “troubled” companies and various forms of related financings. The firm also provides advice on corporate governance, tax, employee benefits, antitrust, intellectual property, litigation, financing, bankruptcy and environmental matters relating to these transactions.

The firm regularly represents prominent public and private corporations in various industries as well as financial institutions in its M&A assignments.

sidley.com
Sullivan & Cromwell LLP

Sullivan & Cromwell LLP provides the highest quality legal advice and representation to clients around the world. The results the firm achieves have set it apart for more than 130 years and have become a model for the modern practice of law. Today, S&C is a leader in each of its core practice areas and in each of its geographic markets.

Clients of the firm are nearly evenly divided between U.S. and non-U.S. entities. They include industrial and commercial companies; financial institutions; private funds; governments; educational, charitable and cultural institutions; and individuals, estates and trusts. S&C’s client base is exceptionally diverse, a result of the firm’s extraordinary capacity to tailor work to specific client needs.

S&C comprises approximately 800 lawyers who serve clients around the world through a network of 12 offices, located in leading financial centers in Asia, Australia, Europe and the United States. The firm is headquartered in New York.

sullcrom.com
Wells Fargo, N.A.Corporate Trust and Escrow Services

At Wells Fargo Corporate Trust Services, we take the time to learn your needs and build a personalized suite of services to simplify your transaction. Our deal team provides the professionalism you expect, backed by the knowledge, stability, and reputation of Wells Fargo. Whether you need an M&A escrow agent, corporate debt trustee, 1031 like-kind exchange, or an insurance-related trust, our team can help you.

wellsfargo.com/corporatetrust
Hogan Lovells BSTL (Mexico)

With top-tier knowledge of local law, Mexican business culture, a wide variety of industries, and an international outlook, Hogan Lovells BSTL is uniquely suited to advising both Mexican and international clients in all their legal and business needs both on the ground in Mexico and around the world. As the Mexican market expands and reforms continue to change the business landscape, we offer our clients well-informed legal counsel that will help them take advantage of this unprecedented growth in opportunities.

Our nearly 70 lawyers in Mexico City and Monterrey, including 17 partners, are recognized by major trade publications, including Chambers and Latin Lawyer, as leaders in their fields. With significant experience in the full range of legal services, including corporate, finance, regulatory, litigation and arbitration, and intellectual property, our integrated team offers comprehensive legal advice to assist our clients in entering, expanding, or investing in the dynamic Mexican market.

Hogan Lovells combined with prominent Mexican firm Barrera, Siqueiros y Torres Landa (BSTL) in August 2014, giving Hogan Lovells expanded capabilities in Mexico City and Monterrey. Hogan Lovells’ 46th and 47th offices enhance the firm’s market-leading Latin America practice, adding new opportunities for its global clientele of multinational companies and financial institutions doing business in Latin America’s second largest economy. We operate in Mexico as Hogan Lovells BSTL as part of our Americas region. Hogan Lovells is the first global legal practice to merge with a large, full-service firm in Mexico and is now one of only two global firms to have offices in Mexico City, Rio de Janeiro, São Paulo, Houston, Miami, and Caracas.
bstl.com.mx/en/
Akin Gump Strauss Hauer & Feld LLP

Akin Gump Strauss Hauer & Feld LLP is a leading global law firm providing innovative legal services and business solutions to individuals and institutions. We are one of the world’s largest law firms, with more than 900 lawyers and professionals in 21 offices. Our firm’s clients range from individuals to corporations and foreign governments. We were founded in Texas in 1945 by Robert Strauss and Richard Gump, with the guiding vision that commitment, excellence and integrity would drive the success of the firm. We incorporated those qualities into the firm’s core values as we grew into an international full-service firm positioned at the intersection of commerce, policy and the law. Our goal in every engagement is to offer a level of client service that not only meets but anticipates our clients’ needs and exceeds their expectations. From reputational defense of headline-makers to down- and midstream energy investments, from precedential class action dismissals to protection of terrorism’s victims, we serve clients in over 85 practices that range from the traditional, such as litigation and corporate, to the contemporary, such as climate change and national security. Our lawyers, many of them with years of experience in the boardroom, on the bench and in the halls of government, collaborate across borders and practice areas to provide comprehensive counsel.
akingump.com
Alston & Bird LLP

Alston & Bird is a leading national AmLaw 100 firm. The firm’s core practice areas are intellectual property, complex litigation, corporate and tax, with national industry focuses that include financial services, technology, health care, manufacturing, life sciences and energy. The firm has built a reputation as one of the country’s best employers, appearing on FORTUNE magazine’s ranking of the “100 Best Companies to Work For” 16 consecutive years, an unprecedented accomplishment among law firms in the United States. The firm has offices in Atlanta, Brussels, Charlotte, Dallas, Los Angeles, New York, Research Triangle, Silicon Valley and Washington, DC.

alston.com
Andrews Kurth LLP

Andrews Kurth LLP is in international law firm with more than 400 lawyers across 10 offices, representing worldwide clients in complex legal matters in all major industries and areas of business law and litigation. At Andrews Kurth, “straight talk” guides everything we do. It means we pursue issues head-on, rather than detouring into legalese, and find straightforward solutions to help our clients succeed. The diverse team of attorneys in Andrews Kurth’s Dallas office routinely serve both the traditional businesses and emerging companies that make up this thriving city, with a particular focus on corporate, securities and M&A, private equity and venture capital, labor and employment, and commercial litigation matters. Our Dallas lawyers are frequently recognized among the best in their field by leading industry publications, including U.S. News and World Report/Best Lawyers, Chambers & Partners USA, D Magazine, Texas Monthly and others.
andrewskurth.com
Arendt & Medernach (Luxembourg Law Firm)

Arendt & Medernach is a leading independent business law firm in Luxembourg. The firm is the largest Luxembourg law firm and has an operational NY office. The firm’s internationally-oriented team represents Luxembourg and foreign clients in all areas of Luxembourg business law from our head office in Luxembourg and our foreign offices in Dubai, Hong Kong, London, Moscow and New York. Our specialized practice areas allow us to offer a complete range of Luxembourg legal services tailored to client’s individual needs across all areas of business law. Our firm advises international and domestic clients in all areas of business law relevant to their business activities, ranging from fund formation, banking, insurance, private equity, real estate to corporate and tax matters. The firm has a long track record of offering unique solutions for U.S. entities involved in international and cross border activities.
arendt.com
Berkeley Research Group, LLC

Berkeley Research Group is a leading global strategic advisory and expert consulting firm that provides independent advice, investigations, data analytics, authoritative studies, expert testimony, and regulatory and dispute consulting to Fortune 500 corporations, financial institutions, government agencies, major law firms, and regulatory bodies around the world. BRG experts and consultants combine intellectual rigor with practical, real-world experience and an in-depth understanding of industries and markets. Their expertise spans economics and finance, data analytics and statistics, and public policy in many of the major sectors of our economy, including healthcare, banking, information technology, energy, construction, and real estate. BRG is headquartered in Emeryville, California, with offices across the United States and in Australia, Canada, Hong Kong, Latin America, and the United Kingdom.

thinkbrg.com
Blackhill Partners, LLC

Headquartered in Dallas, Texas, Blackhill Partners, LLC is an investment bank specializing in complex situations. Blackhill’s professionals have advised Fortune 500 and middle-market companies on over $100 billion of mergers, acquisitions, financings and restructurings across a broad range of industries, with particular depth in energy and industrial businesses.
bhpllc.com
Blake, Cassels & Graydon LLP (Canada)

For more than 150 years, Blakes has proudly served many of Canada's and the world's leading businesses and organizations. The firm has built a reputation during that time as both a leader in the business community and in the legal profession. In 2015, Blakes garnered the highest number of rankings in Canada by Chambers Global and was named "Canada Law Firm of the Year" for the seventh consecutive year by Who's Who Legal. We also consistently rank as one of the top Canadian firms on the Bloomberg, Thomson Reuters and mergermarket M&A league tables in terms of transactional value or number of deals for Canadian announced transactions. We have more than 550 lawyers in offices in Montréal, Ottawa, Toronto, Calgary, Vancouver, New York, London, Bahrain, Beijing and associated offices in Al-Khobar and Shanghai. Serving a diverse national and international client base, our integrated office network provides clients with access to the firm's full spectrum of capabilities in virtually every area of business law. Whether an issue is local or multi-jurisdictional, practice-area specific or interdisciplinary, Blakes handles transactions of all sizes and levels of complexity.
blakes.com
Cooley LLP

Clients partner with Cooley on transformative deals, complex IP and regulatory matters, and high-stakes litigation, where innovation meets the law. Cooley has 850 lawyers across 12 offices in the United States, China and Europe.
cooley.com
Gardere Wynne Sewell LLP

Gardere's mergers and acquisitions lawyers have a well-deserved reputation not only for getting transactions closed for buyers and sellers, but also for ensuring that clients get the deal they expected – with no surprises. Clients regularly comment on our sense of urgency, our knowledge of important markets, the hands-on involvement of Gardere partners and our value-driven rate structure. Whether the deal is small, involves a public or private middle-market client, or is a headline-making transaction, we have a culture that fosters timely access to senior decision-makers. Gardere clients know that their deal will keep moving forward with certainty and precision.
gardere
Generational Equity, LLC

Generational Equity is a sell side mergers and acquisitions firm providing M&A services to privately held, lower middle-market companies. Generational Equity is the leading M&A advisory firm in North America for deals valued below $25 million and is consistently ranked in the top 10 for deals below $100 million, as ranked by Thomson Reuters. The company provides diverse acquisition opportunities arising from a broad range of industries throughout North America. Generational Equity's experience in valuing and representing business owners provides a respected resource to buyers in achieving their acquisition goals. If you would like to explore our current acquisition opportunities, please email dealoverview@genequityco.com and request to opt in to receive our Deal Overview, highlighting available acquisition opportunities.
genequityco.com
Gibson, Dunn & Crutcher LLP

Gibson Dunn is a full-service law firm with over 1,200 lawyers in 18 offices worldwide. The American Lawyer ranked the firm second on its 2015 A-List, its most prestigious survey, featuring “the best of the best in the already exclusive world of Am Law 200 law firms.” Law360 named us to its inaugural list of Texas Powerhouses, firms established as forces to be reckoned with in Texas in 2014 and as one of its eight 2015 Texas Powerhouses. Our transactional lawyers have handled some of the largest and most complex matters in the world, and we have extensive experience in all types of domestic and cross-border M&A transactions. Our clients include most of the Fortune 100 and more than half of the Fortune 500 companies. Our Texas Corporate/M&A practice is led by the firm’s global M&A co-chair and has been recognized by Chambers USA. We are a recognized leader in representing companies ranging from start-up ventures to multinational corporations in all major industries.
gibsondunn.com
Gómez-Acebo & Pombo (Spain and Portugal)

Gómez-Acebo & Pombo is a leading full-service law firm in Spain and Portugal, with international offices in Brussels, London and New York. With over 280 lawyers and 44 years of experience, Gómez-Acebo & Pombo is regarded as one of the most prestigious firms on the Iberian Peninsula assisting international clients on cross-border transactions. Our practice is based on delivering top quality work and providing unparalleled availability and partners’ hands-on involvement. We strive for long-standing relationships and pride ourselves on our ironclad ethics. The New York office of Gómez-Acebo & Pombo specializes in M&A and focuses on advising U.S. companies doing business in Spain and Portugal.
gomezacebo-pombo.com
Grant Thornton LLP

Grant Thornton LLP offers private equity firms and corporate acquirers a broad array of M&A advisory services tailored to their individual needs and goals. Our professionals are responsive and dedicated, with strong experience in audit, tax, transaction and other advisory services. More importantly, we bring valuable ideas and insights to help you achieve your objectives. With 50 offices in the United States and Grant Thornton International member firm offices in more than 100 countries across the globe, we can work where you are, and where you want to be, to help you build and realize exceptional value. Visit us at grantthornton.com/dallas or call Eric Burgess at 214.561.2415 for more information.
grantthornton.com
Haynes and Boone, LLP

Haynes and Boone’s M&A practice group works with public and private companies of all sizes in a broad range of industries, advising businesses, financial institutions and private equity firms on strategic, financial, defensive, and growth-oriented transactions, and finding practical, cost-effective solutions to difficult problems. Haynes and Boone is one of the nation’s largest law firms with offices in Texas, New York, Washington, DC, California, Colorado, Illinois, Mexico City, and Shanghai.

haynesboone.com
Loyens & Loeff (Netherlands)

Loyens & Loeff is an independent law firm with major offices in Belgium, the Netherlands and Luxembourg, commonly referred to as the Benelux. The firm has an integrated legal and tax practice with more than 850 legal and tax experts worldwide. In addition to the Benelux offices, our offices are located in major international financial centres including New York, London, Paris, Zurich, Singapore, Tokyo and Dubai. In the Benelux, Loyens & Loeff is leading in M&A and private equity, has a strong capital markets practice and banking & finance practice, in addition to a full service corporate and commercial litigation practice. Our integrated legal and tax approach is unmatched by any firm in our home market. Our almost 400 tax experts have consistently made us the tax law firm to go to in the Benelux. Our integrated practice model is mirrored in our New York office. Twelve lawyers and tax experts advise clients from the U.S., Canada and Latin America on M&A, international tax structuring, banking and general corporate matters, mostly on Netherlands and Luxembourg law.
loyensloeff.com
Matheson (Ireland)

Matheson’s primary focus is on serving the Irish legal needs of international companies and financial institutions doing business in and through Ireland. Our clients include over half of the Fortune 100 companies. We also advise 7 of the top 10 global technology brands and over half of the world’s 50 largest banks.

We have more than 600 people across our four offices—in Dublin, London, New York and Palo Alto—including over 350 lawyers and 75 partners. Matheson is the only Irish law firm commended by the Financial Times for innovation in corporate law, finance law and corporate strategy.

matheson.com
McDermott Will & Emery

McDermott Will & Emery is a leading international firm with a diversified business practice. Currently numbering more than 1,100 lawyers, we have 19 offices worldwide and a strategic alliance with MWE China Law Offices in Shanghai. Our firm has more than 80 years of experience serving a broad range of client interests. Our diversified business practice enables us to represent a wide range of commercial, industrial and financial enterprises, both publicly and privately held. Our clientele include some of the world’s largest corporations, small and medium-sized businesses, and individuals. Outstanding client service is a cornerstone of our practice that has withstood the test of geography, economy and time. We are proud of the recognition we have received from our clients for our commitment to service, and we value their satisfaction as the best measure of our success.

mwe.com
Morrison & Foerster LLP

Morrison & Foerster is a leading full-service law firm, with a global network of 17 offices located in key technology and financial centers in the U.S., Asia, and Europe. The firm has been named to the prestigious American Lawyer “A-List” for 12 consecutive years, and we are widely recognized for our top-tier transactional practice. Though we advise clients operating in a broad range of sectors, our M&A practice is well known for handling some of the most high-profile and sophisticated deals in the technology space. We advise on the full spectrum of M&A matters, with particularly deep experience on complex cross-border transactions. The depth and breadth of our practice reflects the dynamic nature of our clients, which include Fortune 500 companies, private equity sponsors, investment banks, and privately held companies.

mofo.com
Munsch Hardt Kopf & Harr, P.C.

Munsch Hardt is a Texas-based, mid-sized commercial law firm with more than 115 attorneys in Austin, Dallas and Houston. From corporate transactions to dispute resolution, Munsch Hardt provides wide-ranging legal expertise to its clients, navigating each step with in-depth knowledge and responsive action. Munsch Hardt attorneys are known for having large law firm backgrounds and providing clients with a personal and focused approach. Practice groups include Admiralty & Maritime; Business Litigation; Construction; Corporate & Securities; Energy; Environmental; Finance; Franchise; Health Care; Immigration; Insurance; Labor & Employment; Real Estate; Restructuring & Creditors’ Rights and Tax.
munsch.com
Norton Rose Fulbright

Norton Rose Fulbright is a global legal practice. We provide the world's pre-eminent corporations and financial institutions with a full business law service. We have more than 3,800 lawyers based in over 50 cities across Europe, the United States, Canada, Latin America, Asia, Australia, Africa, the Middle East and Central Asia. In 2012 on a global basis, we completed approximately 140 transactions valued at approximately $38 billion.

Our mergers and acquisitions practice includes both U.S. and cross-border transactions. Encompassing every form of corporate transaction, we handle mergers, purchases and sales of assets, purchases and sales of securities, and change of control events such as tender offers and proxy contests. We represent public and private purchasers, sellers, lenders and financial advisors in mergers and acquisitions of all sizes. From inception through the transaction closing, clients benefit from our multi-disciplinary approach of handling the legal aspects in the areas of antitrust, corporate, employee benefits, environmental, intellectual property, financing, labor, real estate and tax.

Corporate Board Member, America’s Best Corporate Law Firms, 2013
Chambers USA Guide, Corporate/M&A work in Texas, 2013

Law around the world
Norton Rose Fulbright
nortonrosefulbright.com
Polsinelli PC

Polsinelli’s Mergers, Acquisitions and Divestitures practice closes deals. Spanning multiple industries, our attorneys complete transactions for private and public companies. We work collaboratively with in-house personnel and coordinate efforts with clients’ investment bankers, local and foreign counsel, accounting firms and other advisers to provide high-caliber, integrated legal advice covering all areas needed for a seamless negotiation and closing process. By taking the time to understand the economic and value-related consequences singular to our clients’ business transactions, our practice works to protect interests and lead in the navigation of a full range of deal options. Polsinelli is an Am Law 100 firm with more than 750 attorneys in 18 offices, serving corporations, institutions, entrepreneurs and individuals nationally. Ranked in the top five percent of law firms for client service and top five percent of firms for innovating new and valuable services**, the firm has risen more than 100 spots in Am Law’s annual firm ranking over the past six years. Polsinelli PC. In California, Polsinelli LLP.
*American Lawyer reports, 2013 and 2014
**BTI Client Service A-Team 2015 and BTI Brand Elite 2015

polsinelli.com
Practical Law

Practical Law provides legal know-how that gives lawyers a better starting point. Our expert team of attorney editors creates and maintains thousands of up-to-date, practical resources so you don’t have to. We go beyond primary law and traditional legal research to give lawyers the resources needed to practice more efficiently, improve client service and add more value. Our job is to make you better at yours. To request your free trial, please visit practicallaw.com.
practicallaw.com
Selman Munson & Lerner, P.C.

Selman Munson counsels small and middle market clients in the sale and purchase of businesses in the oilfield service, healthcare, technology, finance and manufacturing industries. The firm advises clients on tax, securities, international transactions, employee benefits, environmental, real estate and corporate finance matters. The firm typically helps clients in acquisitions, complex corporate transactions, spin-offs of subsidiaries, public and private financings, leveraged buyouts and international subsidiary sales.
selmanmunson.com
Skadden, Arps, Slate, Meagher & Flom LLP & Affiliates

Serving clients in every major international financial center, Skadden, Arps, Slate, Meagher & Flom LLP and affiliates is one of the leading law firms in the world, with 23 offices and approximately 1,700 attorneys. Our diversified practice enables us to offer solutions to the most challenging legal issues in virtually every area of corporate law, providing the specific legal advice clients need to compete most effectively in a global business environment. We represent approximately 50 percent of the Fortune 250 industrial and service corporations, as well as financial and governmental entities; small, entrepreneurial companies; and cultural, educational and charitable institutions, advising on a wide variety of high-profile transactions, regulatory matters, and litigation and controversy issues.
skadden.com
SRS Acquiom LLC

SRS Acquiom provides innovative M&A products and services that deliver better economics with unprecedented ease and efficiency for buyers and sellers. Services include industry-leading escrow investment, payments administration and shareholder representation. Innovations in escrow solutions are utilized in a broad array of transactions, including mergers and acquisitions and insurance. Founded in 2007, SRS Acquiom continues to transform the industry with Acquiom Clearinghouse™, the first and only online payments platform; Acquiom® Compensation Solutions, a service for processing payments treated as taxable compensation; and ground-breaking escrow investment options based on a unique patented method and tailored for M&A. As the global leader, SRS Acquiom represents 85,000 shareholders in 95 countries and has been engaged on 900 transactions valued at $150 billion. Annual data studies and publications are widely used to shape industry best practices.

srsacquiom.com
Stikeman Elliott LLP (Canada)

Stikeman Elliott is recognized internationally for the sophistication of its business law practice. It frequently ranks as a top firm in domestic and international M&A, capital markets and corporate-commercial law by industry league tables and directories, and is widely regarded as a leader in business litigation. Its other areas of expertise include banking and finance, restructuring, competition/antitrust, real estate, tax, labour and employment, and intellectual property. The firm has developed in-depth knowledge of a wide range of industries including energy, mining, financial services, insurance, infrastructure, retail, telecommunications and technology. Located in Montréal, Toronto, Ottawa, Calgary and Vancouver, its Canadian offices are among the leading practices in their respective jurisdictions. Stikeman Elliott is also prominent internationally, with a longstanding presence in New York, London and Sydney and extensive experience in the U.S., Europe, China, South and Southeast Asia as well as in Latin America, the Caribbean, North Africa and Sub-Saharan Africa.

stikeman.com
Thompson & Knight LLP

Established in 1887, Thompson & Knight today is a law firm of approximately 330 attorneys with U.S. offices in Texas, New York, and California and international offices and associations in the Americas, North Africa, and Europe. Thompson & Knight's Corporate and Securities Practice Group has a breadth of expertise that covers the entire range of corporate and securities matters. Our attorneys represent businesses and investors in all aspects of mergers and acquisitions, consolidations, combinations, and asset sales. We advise the executives, boards of directors and special committees, investment bankers, financial institutions, and investors of acquiring companies and target companies, including public and private corporations and partnerships, limited liability companies, and other business entities.

tklaw.com
Vinson & Elkins LLP

Vinson & Elkins is a leading international law firm for complex transactional, regulatory and dispute resolution matters. In our nearly 100-year history, we have earned a reputation as the preeminent firm serving the energy and natural resources industry. Worldwide, our nearly 700 lawyers assemble multidisciplinary, industry-focused teams to help clients manage their legal and regulatory responsibilities. Our 15 offices are located in energy hubs, financial centers and political capitals globally.
velaw.com
Weil, Gotshal & Manges LLP

With approximately 1,000 lawyers in 20 offices across the United States, Europe and Asia, including Dallas and Houston, Weil operates according to the “one firm” principle, allowing us to bring the right mix of firmwide skill and local-market presence to deliver the coordinated legal advice necessary to help our clients achieve their sophisticated goals and objectives. Founded in 1931, Weil has been a preeminent provider of legal services for more than 80 years.

Weil regularly advises on the largest and most complex corporate transactions in the world. Our many practice areas offer recognized depth and quality across borders and legal disciplines, and we serve a wide range of corporate, private equity and financial institutions clients. We consistently receive accolades and recognitions globally by those covering the profession and routinely rank at the top of league tables for the high volume transactions we handle. Weil seeks always to be a strategic business advisor to our clients, and our clients look to us for sound legal and business judgment for their most sensitive matters.
weil.com
The Deal

The Deal is a media and technology company providing over 100,000 users with actionable ideas from its two services – The Deal & BoardEx. Law firms, investment banks, private equity firms and hedge funds use The Deal service to find their next deal and BoardEx to connect the dots between their organizations and clients. The Deal has offices in New York, London, Washington, DC, Petaluma, CA and Chennai, India.
thedeal.com
Mergermarket

Mergermarket is an independent Mergers and Acquisitions (M&A) intelligence and data service with an unrivalled network of over 500 dedicated M&A journalists based in over 60 locations across the Americas, Europe, Asia-Pacific, the Middle-East and Africa. Unlike any other service of its kind, Mergermarket specializes in providing forward-looking intelligence and deal flow opportunities integrated with a comprehensive deals database—resulting in real revenues for clients.
mergermarket.com

11th Annual

Mergers and Acquisitions Institute

The Premier Private M&A Conference

Dallas Oct 15-16, 2015 The Ritz-Carlton Conference Concluded

Buy

Related products: Materials

Overview

Event Schedule

Thursday Morning, Oct. 15, 2015

Thursday Afternoon, Oct. 15, 2015

Friday Morning, Oct. 16, 2015

Conference Faculty

John R. Bakht

Eric Burgess

Wilson Chu

Richard E. Climan

Samantha Hale Crispin

Gemma L. Descoteaux

Byron F. Egan

Michael A. Fahlman

J. Holt Foster III

Larry E. Glasgow

John Goodgame

Joel I. Greenberg

Wallis M. Hampton

Tom D. Harris Jr.

Tasha Hailey Hutchins

Jeff Jones

Michael J. Kendall

Robert R. Kibby

Paul Koenig

Craig A. Menden

Kevin Miller

Michael G. O'Bryan

Barbara Papas

Jessica C. Pearlman

Michael T. Peters

Srinivas M. Raju

David C. Rex

Marc Rose

Kathleen A. Scott

Paul J. Shim

Mark S. Solomon

Jay Tabor

Andrew R. Thompson

Christopher Torrente

Krishna Veeraraghavan

Patricia O. Vella

Cliff W. Vrielink

Glenn D. West

Samer M. Zabaneh

Jeffrey A. Zlotky

Planning Committee

Wilson Chu—Co-Chair

Larry E. Glasgow—Co-Chair

Michelle Ann Alldredge

Elizabeth C. Brandon

Richard E. Climan

R. Scott Cohen

Gemma L. Descoteaux

Byron F. Egan

Sal Fira

J. Holt Foster III

Tom D. Harris Jr.

Thomas W. Hughes

Jeff Jones

Robert R. Kibby

Robert B. Little

Cookie F. Munson

Noelle M. Reed

Rhett A. Van Syoc

Cliff W. Vrielink

Glenn D. West

Sean T. Wheeler

Credit Info

MCLE Credit

Other Credit

Key Dates

Venue

The Ritz-Carlton

11^th Annual

Dallas Oct 15-16, 2015 The Ritz-Carlton
Conference Concluded