About

UT Law’s Mergers and Acquisitions Institute is the leading private M&A conference of its kind in the United States for the latest deal trends, structures, pitfalls and opportunities in M&A. This year’s highlights include:
  • Comparison of the Deal Driver Differences Between Private Equity and Strategic Players
  • Exploration of How Representation and Warranty Insurance is Changing the Game
  • Insight into encrusted boilerplate by Rethinking Conventional Wisdom in M&A Agreements
  • Engaging discussion of M&A After Tax Reform: A Practical Survival Guide to New Opportunities and Challenges Facing Deal Lawyers
  • A full 3.00 hours of ethics with additional on-demand programming after the Institute
The combination of a cutting-edge program with nationally recognized speakers, prestigious U.S. and international sponsors, Fletcher’s famous Texas State Fair corny dogs, the 8th Annual Byron Egan Whiskey Tasting, invaluable networking opportunities, and much more, makes this an event you won't want to miss!
 
The University of Texas School of Law - Mergers and Acquisitions Institute Endowment for Excellence in Law Scholarship

The Mergers and Acquisitions Institute is proud to announce the establishment of The University of Texas School of Law - Mergers and Acquisitions Institute Endowment for Excellence in Law Scholarship – a permanent endowment for the benefit of The University of Texas School of Law. Funds distributed from the endowment will be used to support students of high academic achievement who exhibit strong interest and potential in the field of mergers and acquisitions.

Gifts of all sizes are now being accepted through the registration process or at the Institute in October, and will be applied to the principal of the endowment. Please note that gifts to The University of Texas are tax deductible as allowed by law, and The University of Texas is defined by the IRS as a 170(c) organization, a government-supported non-profit. All donors will receive a receipt from the University Development Office for their contribution. As with any decision involving your assets, we encourage you to seek the advice of professional counsel when considering a gift.

Event Schedule

  • Time
    Credit
    Subject
    Speaker
  • Thursday Morning, Oct. 4, 2018
    Presiding Officers:
    Frédéric Franckx, Loyens & Loeff N.V. (Netherlands) - Rotterdam, Netherlands
    John Clifford, McMillan LLP (Canada) - Toronto, Ontario
  • 7:30 am
    Continental Breakfast and Registration Opens

  • 8:15 am
    Welcoming Remarks by Institute Co-Chairs

    Wilson Chu, McDermott Will & Emery LLP - Dallas, TX
    Larry E. Glasgow, Jackson Walker LLP - Dallas, TX

  • 8:30 am
    1.00 hr
    Deal Driver Differences Between Private Equity and Strategic Players

    Moderator:
    Larry E. Glasgow, Jackson Walker LLP - Dallas, TX
    Panelists:
    David J. Colletti Jr., 7-Eleven, Inc. - Dallas, TX
    Scott B. Crofton, Sullivan & Cromwell LLP - New York, NY
    Kirsten J. Jensen, Simpson Thacher & Bartlett LLP - Palo Alto, CA and Houston, TX
    Stephen Yoost, Trive Capital - Dallas, TX

    Does private equity really do deals differently than strategic players? Explore “why” and “how” private equity behaves differently from strategics, and how those differences are manifested in their approach to deal making, particularity the deal points that they negotiate.
  • 9:30 am
    0.75 hr
    M&A After Tax Reform: A Practical Survival Guide to New Opportunities and Challenges Facing Deal Lawyers

    Moderator:
    Samantha Hale Crispin, Baker Botts L.L.P. - Dallas, TX
    Panelists:
    Dave Klein, PricewaterhouseCoopers LLP - Dallas, TX
    Alejandro Ruiz, McDermott Will & Emery LLP - Menlo Park, CA
    J. Michael Threet, Haynes and Boone, LLP - Dallas, TX

    The 2017 Tax Cuts and Jobs Act is incentivizing a new pattern of investment that will likely have profound implications for companies, particularly with respect to M&A. In plain English that deal lawyers will appreciate, gain practical tips on structuring and negotiating the deal to maximize (or not get blind-sided by) the changing landscape brought on by Tax Reform.
  • 10:15 am
    Break


    Thank You to Our Exclusive Sponsor
    Wells Fargo
  • 10:30 am
    1.00 hr
    How Representation and Warranty Insurance is Changing the Game

    Moderator:
    David Rex, Prophet Equity - Southlake, TX
    Panelists:
    David I. Albin, Finn Dixon & Herling LLP - Stamford, CT
    Mary Duffy, American International Group, Inc. - London, England, United Kingdom
    Richard Frye, Winston & Strawn LLP - Dallas, TX
    Andrew Zimmerman, Willis Towers Watson - New York, NY

    The “Insured Deal” is here to stay. Go beyond the basics and drill-down into provisions that should be negotiated and practices that should evolve when an insured deal is in play.
  • 11:30 am
    1.00 hr
    Special Issues in Acquisitions of Venture-Backed Companies

    Moderator:
    Jessica C. Pearlman, K&L Gates LLP - Seattle, WA
    Panelists:
    Rick Fink, Fortis Advisors - San Diego, CA
    Craig Menden, Cooley LLP - Palo Alto, CA
    Brian Wheeler, SoftBank Investment Advisers - San Francisco, CA

    Why is a VC-backed target different, and how do those differences impact the process pursued and provisions negotiated? Examine critical and complicated issues that commonly arise in acquisitions of VC-backed companies, including complex waterfalls, blurring of management incentives with purchase price, disproportionate allocation of indemnity risk among stockholders/stakeholders, and fiduciary duties of VC-nominated directors.
  • Thursday Afternoon, Oct. 4, 2018
    Presiding Officers:
    Fergus Bolster, Matheson (Ireland) - Dublin, Ireland
    Warren Silversmith, Montreal, Quebec, Canada
  • LUNCHEON PRESENTATION
  • 12:30 pm
    Signature Ritz Buffet Lunch and Texas State Fair Food

    Included in registration. Please proceed to luncheon presentation.
     
    Thank You to Our Exclusive Luncheon Sponsor
    Citi Private Bank

    Thank You to Our Exclusive Texas State Fair Food Sponsor
    Willis Towers Watson
  • 12:50 pm
    0.75 hr ethics
    Ethical Issues in M&A Transactions

    Byron F. Egan, Jackson Walker LLP - Dallas, TX
    Bradley L. Whitlock, Scheef & Stone, L.L.P. - Dallas, TX

    Discuss recurring thorny ethical issues that have value in M&A transactions. Who is my client? How do I minimize the risk of losing the attorney-client privilege in the deal? Do I owe any ethical duties of candor to opposing counsel (i.e., the difference between lying and puffing)?
  • 1:35 pm
    Break

  • 1:45 pm
    1.00 hr
    ​Peak, Trough or Somewhere in Between: Navigating the Uncertainties of an Ever Changing Energy Market

    Moderator:
    J. Holt Foster III, Thompson & Knight LLP - Dallas, TX
    Panelists:
    John Goodgame, Akin Gump Strauss Hauer & Feld LLP - Houston, TX
    Michele Jones, JP Morgan Chase Bank, N.A. - Dallas, TX
    Cliff W. Vrielink, Sidley Austin LLP - Houston, TX
    Jeffrey A. Zlotky, NGP Energy Capital Management, LLC - Irving, TX

    The past few years have seen significant price fluctuations and investment cycles in the oil and gas industry. These uncertainties create their own set of legal issues for practitioners. Get an overview of the oil and gas M&A market from leading energy industry professionals, with highlights of the key industry-specific deal terms that every practitioner should know.
  • 2:45 pm
    1.00 hr
    More Cake: Advanced Issues in Carve-Outs and Divestitures

    Moderator:
    Rita-Anne O'Neill, Sullivan & Cromwell LLP - Los Angeles, CA
    Panelists:
    Lance Gurley, Stephens Inc. - Dallas, TX
    Michael G. O'Bryan, Morrison & Foerster LLP - San Francisco, CA
    Kimberly R. Spoerri, Cleary Gottlieb Steen & Hamilton LLP - New York, NY

    An in-depth discussion of advanced issues in carveout transactions, including preparing your sell-side client for a divisional sale, advising your buy-side client on separation issues, navigating multi-jurisdictional carveouts and negotiating transition services, including data from the ABA Merger and Acquisitions Committee’s Carveout Deal Points Study.
  • 3:45 pm
    8th Annual Byron Egan Whiskey Tasting & Coffee Break

    Join us for a tasting of Byron Egan's favorite Irish and Scotch whiskeys
     
    Thank You to Our Exclusive Sponsor
    Sullivan & Cromwell LLP
  • 4:15 pm
    1.25 hrs
    Mock Negotiation of the Tech Company Acquisition

    Richard E. Climan, Hogan Lovells US LLP - Menlo Park, CA
    Joel I. Greenberg, Arnold & Porter Kaye Scholer LLP - New York, NY
    John P. Brockland, Hogan Lovells US LLP - San Francisco, CA

    A mock negotiation highlighting key issues in acquisitions of privately-held technology companies.
  • 5:30 pm
    Adjourn

  • Cocktail Reception

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

    Thank You to Our Exclusive Sponsor
    Bloomberg Law
  • Time
    Credit
    Subject
    Speaker
  • Friday Morning, Oct. 5, 2018
    Presiding Officer:
    Jamie Koumanakos, Blake, Cassels & Graydon LLP (Canada) - New York, New York
  • 7:30 am
    Continental Breakfast and Registration Opens


    Thank You to Our Exclusive Breakfast Sponsor
    King & Spalding LLP

    Thank You to Our Exclusive Morning Beverage Bar Sponsor
    Wilmington Trust, N.A.
  • 8:30 am
    1.00 hr
    Trending Issues in Negotiation of Indemnification Provisions

    Moderator:
    Robert R. Kibby, Munsch Hardt Kopf & Harr, P.C. - Dallas, TX
    Panelists:
    Cindy Y. Lin, King & Spalding LLP - Houston, TX
    Michael A. Saslaw, Vinson & Elkins LLP - Dallas, TX
    Mark S. Solomon, Katten Muchin Rosenman LLP - Dallas, TX

    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.
  • 9:30 am
    1.00 hr
    Have Sea Squirts Invaded Your Contract? Avoiding the Mindless Use of So-Called “Market” Terms You May or May Not Understand

    Glenn D. West, Weil, Gotshal & Manges LLP - Dallas, TX

    It is said that transactional lawyers only learn to practice law after they graduate from law school, and it is true that there have traditionally been few offerings in the “how” of practicing transactional law in law school. But it is also true that many practicing transactional lawyers believe they no longer need to read cases to practice, and instead rely upon forms handed down to them by their mentors. Explore some of the “encrusted boilerplate” often contained in form agreements many transactional lawyers use, without any conception of what some of this encrusted boilerplate actually means, as interpreted by the courts in recent case law.
  • 10:30 am
    1.00 hr
    More Kicking and Screaming: Developments in Drag-Alongs and Other Minority Stockholder Squeeze-Out Techniques

    Melissa A. DiVincenzo, Morris, Nichols, Arsht & Tunnell LLP - Wilmington, DE
    Robert B. Little, Gibson, Dunn & Crutcher LLP - Dallas, TX

    Hear a wide-ranging discussion, viewed from the standpoint of both the minority ownership and the majority ownership, on planning for, implementing and, as necessary, resolving disputes related to, situations involving minority ownership stakes. Review recent developments in this area as well as current best practices in dealing with issues that range from orderly process to confrontation.
  • 11:30 am
    Adjourn

Conference Faculty

David I. Albin

Finn Dixon & Herling LLP
Stamford, CT

John P. Brockland

Hogan Lovells US LLP
San Francisco, CA

Wilson Chu

McDermott Will & Emery LLP
Dallas, TX

Richard E. Climan

Hogan Lovells US LLP
Menlo Park, CA

David J. Colletti Jr.

7-Eleven, Inc.
Dallas, TX

Samantha Hale Crispin

Baker Botts L.L.P.
Dallas, TX

Scott B. Crofton

Sullivan & Cromwell LLP
New York, NY

Melissa A. DiVincenzo

Morris, Nichols, Arsht & Tunnell LLP
Wilmington, DE

Mary Duffy

American International Group, Inc.
London, England, United Kingdom

Byron F. Egan

Jackson Walker LLP
Dallas, TX

Rick Fink

Fortis Advisors
San Diego, CA

J. Holt Foster III

Thompson & Knight LLP
Dallas, TX

Richard Frye

Winston & Strawn LLP
Dallas, TX

Larry E. Glasgow

Jackson Walker LLP
Dallas, TX

John Goodgame

Akin Gump Strauss Hauer & Feld LLP
Houston, TX

Joel I. Greenberg

Arnold & Porter Kaye Scholer LLP
New York, NY

Lance Gurley

Stephens Inc.
Dallas, TX

Kirsten J. Jensen

Simpson Thacher & Bartlett LLP
Palo Alto, CA and Houston, TX

Michele Jones

JP Morgan Chase Bank, N.A.
Dallas, TX

Robert R. Kibby

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

Dave Klein

PricewaterhouseCoopers LLP
Dallas, TX

Cindy Y. Lin

King & Spalding LLP
Houston, TX

Robert B. Little

Gibson, Dunn & Crutcher LLP
Dallas, TX

Craig Menden

Cooley LLP
Palo Alto, CA

Michael G. O'Bryan

Morrison & Foerster LLP
San Francisco, CA

Rita-Anne O'Neill

Sullivan & Cromwell LLP
Los Angeles, CA

Jessica C. Pearlman

K&L Gates LLP
Seattle, WA

David Rex

Prophet Equity
Southlake, TX

Alejandro Ruiz

McDermott Will & Emery LLP
Menlo Park, CA

Michael A. Saslaw

Vinson & Elkins LLP
Dallas, TX

Mark S. Solomon

Katten Muchin Rosenman LLP
Dallas, TX

Kimberly R. Spoerri

Cleary Gottlieb Steen & Hamilton LLP
New York, NY

J. Michael Threet

Haynes and Boone, LLP
Dallas, TX

Cliff W. Vrielink

Sidley Austin LLP
Houston, TX

Glenn D. West

Weil, Gotshal & Manges LLP
Dallas, TX

Brian Wheeler

SoftBank Investment Advisers
San Francisco, CA

Bradley L. Whitlock

Scheef & Stone, L.L.P.
Dallas, TX

Stephen Yoost

Trive Capital
Dallas, TX

Andrew Zimmerman

Willis Towers Watson
New York, NY

Jeffrey A. Zlotky

NGP Energy Capital Management, LLC
Irving, TX

Planning Committee

Wilson Chu—Co-Chair

McDermott Will & Emery LLP
Dallas, TX

Larry E. Glasgow—Co-Chair

Jackson Walker LLP
Dallas, TX

Deborah Salzberg—Director

The University of Texas School of Law
Austin, TX

Elizabeth C. Brandon

Barnes & Thornburg LLP
Dallas, TX

Richard E. Climan

Hogan Lovells US LLP
Menlo Park, CA

Samantha Hale Crispin

Baker Botts L.L.P.
Dallas, TX

Gemma L. Descoteaux

Sheppard Mullin Richter & Hampton LLP
Dallas, TX

Byron F. Egan

Jackson Walker 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

Winston & Strawn LLP
Dallas, TX

Jeff Jones

Stephens Inc.
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

SAM Holding Company, Inc. & Subsidiaries (SAM)
Austin, TX

Terry L. Orr

Grant Thornton LLP
Dallas, TX

Noelle M. Reed

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

David Rex

Prophet Equity
Southlake, TX

Christopher P. Rosa

Sabre Corporation
Southlake, TX

Cliff W. Vrielink

Sidley Austin LLP
Houston, TX

Credit Info

MCLE Credit
A Texas MCLE Reporting Form will be included in your course materials. Please complete and return to the registration desk and UT Law CLE will report credit on your behalf to the State Bar of Texas, or you can self-report your credit directly to the State Bar of Texas at texasbar.com. A Certificate of Attendance will be provided at the conference to keep for your records.  
At the conference, you will need to sign in on the Record of Attendance form at the registration desk. Self-report your CLE credit directly to the State Bar of California at calbar.ca.gov. You will receive a Certificate of Attendance at the conference to keep for your records. UT Law CLE will maintain Attendance Records for four years.  
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.

At the conference, you will need to sign in on the Record of Attendance form at the registration desk. Self-report your CLE credit directly to the Supreme Court of New Jersey Board on Continuing Legal Education. You will receive a Certificate of Attendance at the conference to keep for your records. UT Law CLE will maintain Attendance Records for four years.
As The University of Texas School of Law is a State Bar of California approved MCLE provider (#1944), and the State Bar of California is a New York Approved Jurisdiction, 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.

At the conference, you will need to sign in on the Record of Attendance form at the registration desk. Self-report your CLE credit directly to the New York State Bar Association. You will receive a Certificate of Attendance at the conference to keep for your records. UT Law CLE will maintain Attendance Records for four years.  
At the conference, you will need to sign in on the Record of Attendance form at the registration desk. You will receive a Certificate of Attendance at the conference to keep for your records. UT Law CLE will report credit on your behalf to the Oklahoma Bar Association within 30 days after the conference.
At the conference, you will need to sign in on the Record of Attendance form at the registration desk. You will receive the Pennsylvania CLE Board Credit Request Form and approval documentation to self-report credit directly to the Pennsylvania CLE Board. You will receive a Certificate of Attendance at the conference to keep for your records. UT Law CLE will maintain Attendance Records for four years.  
Note on Self-Reporting Your Credits in Another State
If you wish to satisfy MCLE or other professional education requirements in another state for a program offered by the University of Texas School of Law, please check with the state bar or other licensing authority in that state before taking the program to ensure it will qualify for self-reporting your credits.
Other Credit
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 will need to sign in on the Accounting CPE Record of Attendance form at the registration desk. You will receive a Texas Accounting Certificate of Completion at the conference for your records. Self-report your CPE credit directly to TSBPA. UT Law CLE will maintain Attendance Records for four years.  

Contact Laura Tolin, ltolin@law.utexas.edu, if you have additional questions.

Key Dates

Dallas – Oct 4-5, 2018 – The Ritz-Carlton
Conference Concluded
Buy
Dallas
Last day for Individual early registration: Sep 26, 2018

Add $100 for registrations received after this time

Last day for cancellation (full refund): Sep 28, 2018
Last day for cancellation (partial refund): Oct 1, 2018

$50 processing fee applied

Venue

speaker

2121 McKinney Avenue
Dallas, TX
800.960.7082 (reservations)

Accommodations

$439 room rate good through September 4, 2018 (subject to availability). 

Parking Information

Valet parking only: $20 daily, $32 overnight  

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