Please review our current COVID-19 Protocols for in-person attendance to this conference. Additionally, the conference venue is currently requiring that all attendees wear masks while indoors throughout the event. 

Overview

UT Law CLE’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. The combination of a cutting-edge program with nationally recognized speakers, prestigious U.S. and international sponsors, the Byron Egan Whiskey Tasting, invaluable networking opportunities, and much more, makes this an event you won’t want to miss!

Event Schedule

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

  • Time
    Credit
    Subject
    Speaker
  • Thursday Morning, Oct. 7, 2021
    Presiding Officer:
    Chin Yu, Calvetti Ferguson - Houston, TX
  • 8:00 am
    Dallas Only
    Continental Breakfast and Registration Opens

    Thank You to Our Breakfast Sponsor



    Thank You to Our Espresso Bar Sponsor


     

  • 8:30 am
    Welcoming Remarks by Institute Co-Chairs

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

  • 8:45 am
    1.00 hr
    SPAC-tacular...or Not?
    What are the hot topics lawyers are facing today on de-SPAC mergers? And how have those issues changed over time? What are regulators focusing on? Where does the SPAC market go from here? The SPAC world is currently a series of question marks. Hear a group of seasoned practitioners discuss some of the key SPAC questions of the day.

    Moderator:
    Rita-Anne O'Neill, Sullivan & Cromwell LLP - Los Angeles, CA
    Panelists:
    Jenny Hochenberg, Cravath, Swaine & Moore LLP - New York, NY
    Jim Morrone, Latham & Watkins LLP - San Francisco, CA
    Michael A. Saslaw, Vinson & Elkins LLP - Dallas, TX
    Sean T. Wheeler, Kirkland Ellis LLP - Houston, TX

  • 9:45 am
    1.00 hr
    Games People Play: Purchase Price Adjustments, Earnouts and Other Valuation Drivers
    How to ensure that post-closing valuation matters, from purchase price adjustments to contingent additional consideration, are structured as a fair and equitable true-up of, or increase in, agreed value and not a back door re-negotiation of the purchase price.

    Moderator:
    Alain Dermarkar, Shearman & Sterling LLP - Dallas, TX
    Panelists:
    A. Vincent Biemans, Berkeley Research Group, LLC - Dallas, TX
    Peter Bogdanow, Katten Muchin Rosenman LLP - Dallas, TX
    Charles M. Jones II, Haynes and Boone, LLP - Dallas, TX
    John Lahti, Stout Capital, LLC - Dallas, TX

  • 10:45 am
    15-Minute Break

  • 11:00 am
    1.25 hrs
    RWI and Other Transactional Insurances: M&A Risk Allocation Opportunities
    Transactional insurances continue to provide planning opportunities for M&A practitioners in allocating indemnification risk and resolving deal sticking points in transactions. Hear an in-depth discussion of the various types and current terms of these insurances, their effect on due diligence, how insurance companies view these insurances (including what to expect during the underwriting call) and purchase agreement drafting traps for the unwary.

    Moderator:
    David Rex, Prophet Equity - Southlake, TX
    Panelists:
    David C. Cole, Vinson & Elkins LLP - Houston, TX
    Scarlet McNellie, Norton Rose Fulbright US LLP - Dallas, TX
    William M. Monat, Mosaic Insurance - Chicago, IL
    Christina A. Tate, Winston & Strawn LLP - Dallas, TX
    Andrew Zimmerman, Willis Towers Watson - New York, NY

  • Thursday Afternoon, Oct. 7, 2021
    Presiding Officer:
    Joseph Walsh, Selman Munson & Lerner, P.C. - Austin, TX

  • Dallas Only
    Signature Ritz-Carlton Buffet Lunch (in Dallas)
    Included in registration. Please proceed to luncheon presentation.

    Thank You to Our Luncheon Sponsor

  • 12:45 pm
    1.00 hr
    Blockchain Business Opportunities and Regulatory Pitfalls
    Hear the latest blockchain use cases across industries together with the legal and regulatory issues in-house counsel need to consider in M&A, strategic investments, or new product development. This presentation includes understanding how blockchain is being used for things like  user incentive plans, payment systems, digital collectibles (NFTs), and tokenizing anything from physical goods to equity securities; examining how peer-to-peer digital asset transactions are powering decentralized finance (DeFi) products and services such as decentralized exchanges, lending platforms, and decentralized insurance; navigating blockchain due diligence considerations from a regulatory, operational, and commercial perspective; and evaluating digital assets in corporate governance matters or on a company’s financial statements, including public company disclosure obligations.

    Lilya Tessler, Sidley Austin LLP - Dallas, TX

  • 1:45 pm
    10-Minute Break

  • 1:55 pm
    1.00 hr
    Energy Investments – A Strange New World: Teaching Old Tricks to New Dogs and New Tricks to Old Dogs
    As the need for capital lures family offices and other non-traditional investors into the oil patch, there are nuanced deal terms of which such investors should be wary. Similarly, ESG and renewables opportunities surrounding the energy sector present some traps of which even the most sophisticated oil & gas investor should be wary. This panel provides an overview of these tricky issues as well as nuts-and-bolts drafting tips.

    Moderator:
    J. Holt Foster III, Sidley Austin LLP - Dallas, TX
    Panelists:
    Keith Behrens, Stephens Inc. - Dallas, TX
    David Levinson, Pearl Energy Investments - Dallas, TX
    Jeremiah Mayfield, Holland & Knight LLP - Dallas, TX
    David H. Sweeney, Akin Gump Strauss Hauer & Feld LLP - Houston, TX

  • 2:55 pm
    1.00 hr
    Lessons Learned from the Most Heavily Litigated Provisions
    Wanna fight? Some acquisition agreement terms seem to cause more post-closing disputes than others. A group of experienced deal lawyers and litigators, with a RWI provider, will identify those terms and provide tips on what to do in the acquisition agreement to minimize the potential for disputes and the impact of any dispute.

    Moderator:
    Michael G. O'Bryan, Morrison & Foerster LLP - San Francisco, CA
    Panelists:
    Stephen Davidson, Aon Risk Solutions - New York, NY
    Marcie Lape, Skadden, Arps, Slate, Meagher & Flom LLP - Chicago, IL
    Joanna Lin, McDermott Will & Emery - Dallas, TX
    Craig Menden, Willkie Farr & Gallagher LLP - Palo Alto, CA


  • Dallas Only
    10th 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 Sponsor

  • 4:25 pm
    1.25 hrs
    Cultural Divide: Mock Negotiation of a Strategic Acquisition of a Private-Equity-Backed Company
    “Why the hell would I do that?” said the headscratching corporate buyer faced with a PE seller… and vice versa. Miles's Law (Where You Stand Depends On Where You Sit) is never truer than when corporate and PE players are facing off. With their trademark brand of mock negotiation, our panelists will highlight key differences in what matters or doesn’t depending on the nature of the party…as well as practical tips to bridge very real cultural divides that could make or break a deal.    

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

  • 5:40 pm
    Adjourn


  • Dallas Only
    Cocktail Reception (in Dallas from 5:40 p.m. – 6:40 p.m.)
    Join us for adult beverages and hors d'oeuvres with program faculty and attendees.

    Thank You to Our Cocktail Reception Sponsor

  • Time
    Credit
    Subject
    Speaker
  • Friday Morning, Oct. 8, 2021
    Presiding Officer:
    Steven R. Tredennick, White & Case LLP - Houston, TX
  • 8:00 am
    Dallas Only
    Continental Breakfast and Conference Room Opens

    Thank You to Our Breakfast Sponsor

    Thank You to Our Morning Beverage Bar Sponsor


  • 8:30 am
    1.00 hr
    Indemnification in Uninsured M&A Deals
    A panel of M&A and litigation veterans unpacks critical issues arising under regular-way indemnification clauses in technically and structurally challenging situations.

    Moderator:
    Samantha Hale Crispin, Baker Botts L.L.P. - Dallas, TX
    Panelists:
    Elizabeth C. Brandon, Reed Smith LLP - Dallas, TX
    Robert R. Kibby, Munsch Hardt Kopf & Harr, P.C. - Dallas, TX
    Robert B. Little, Gibson, Dunn & Crutcher LLP - Dallas, TX

  • 9:30 am
    1.00 hr ethics
    Deal Ethics
    Explore some of the less talked about but thornier ethical issues facing law firms representing multiple clients who regularly buy and sell companies, including how far a firm can proceed in representing more than one potential buyer engaged in bidding on a company being auctioned off, as well as how a law firm protects itself from inadvertently representing a potential buyer of a company when it is also representing the seller.

    David I. Albin, Finn Dixon & Herling LLP - Stamford, CT
    Scott B. Crofton, Sullivan & Cromwell LLP - New York, NY
    Byron F. Egan, Jackson Walker LLP - Dallas, TX

  • 10:30 am
    1.00 hr
    Traps for the Conventional M&A Thinker – More Conversation With Glenn West
    Simply stated: anyone that thinks they know more than enough law to practice transactional work is probably wrong and should attend this presentation.

    Moderator:
    Jessica C. Pearlman, K&L Gates LLP - Seattle, WA
    Panelist:
    Glenn D. West, Weil, Gotshal & Manges LLP - Dallas, TX

  • 11:30 am
    Adjourn

Conference Faculty

David I. Albin

Finn Dixon & Herling LLP
Stamford, CT

Keith Behrens

Stephens Inc.
Dallas, TX

A. Vincent Biemans

Berkeley Research Group, LLC
Dallas, TX

Peter Bogdanow

Katten Muchin Rosenman LLP
Dallas, TX

Elizabeth C. Brandon

Reed Smith LLP
Dallas, TX

Wilson Chu

McDermott Will & Emery LLP
Dallas, TX

Richard E. Climan

Hogan Lovells US LLP
Menlo Park, CA

David C. Cole

Vinson & Elkins LLP
Houston, TX

Samantha Hale Crispin

Baker Botts L.L.P.
Dallas, TX

Scott B. Crofton

Sullivan & Cromwell LLP
New York, NY

Stephen Davidson

Aon Risk Solutions
New York, NY

Alain Dermarkar

Shearman & Sterling LLP
Dallas, TX

Byron F. Egan

Jackson Walker LLP
Dallas, TX

J. Holt Foster III

Sidley Austin LLP
Dallas, TX

Larry E. Glasgow

Jackson Walker LLP
Dallas, TX

Joel I. Greenberg

Arnold & Porter Kaye Scholer LLP
New York, NY

Jenny Hochenberg

Cravath, Swaine & Moore LLP
New York, NY

Charles M. Jones II

Haynes and Boone, LLP
Dallas, TX

Robert R. Kibby

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

John Lahti

Stout Capital, LLC
Dallas, TX

Marcie Lape

Skadden, Arps, Slate, Meagher & Flom LLP
Chicago, IL

David Levinson

Pearl Energy Investments
Dallas, TX

Joanna Lin

McDermott Will & Emery
Dallas, TX

Robert B. Little

Gibson, Dunn & Crutcher LLP
Dallas, TX

Jeremiah Mayfield

Holland & Knight LLP
Dallas, TX

Scarlet McNellie

Norton Rose Fulbright US LLP
Dallas, TX

Craig Menden

Willkie Farr & Gallagher LLP
Palo Alto, CA

William M. Monat

Mosaic Insurance
Chicago, IL

Jim Morrone

Latham & Watkins LLP
San Francisco, 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

Michael A. Saslaw

Vinson & Elkins LLP
Dallas, TX

David H. Sweeney

Akin Gump Strauss Hauer & Feld LLP
Houston, TX

Christina A. Tate

Winston & Strawn LLP
Dallas, TX

Lilya Tessler

Sidley Austin LLP
Dallas, TX

Glenn D. West

Weil, Gotshal & Manges LLP
Dallas, TX

Sean T. Wheeler

Kirkland Ellis LLP
Houston, TX

Andrew Zimmerman

Willis Towers Watson
New York, NY

Planning Committee

Wilson Chu—Co-Chair

McDermott Will & Emery LLP
Dallas, TX

Larry E. Glasgow—Co-Chair

Jackson Walker LLP
Dallas, TX

Joanna Jefferson—Director

The University of Texas School of Law
Austin, TX

Samantha Hale Crispin

Baker Botts L.L.P.
Dallas, TX

Dawud Crooms

7-Eleven, Inc.
Dallas, TX

Byron F. Egan

Jackson Walker LLP
Dallas, TX

J. Holt Foster III

Sidley Austin LLP
Dallas, TX

Jeff Jones

Stephens Inc.
Dallas, TX

Robert R. Kibby

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

Cookie F. Munson

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

David Rex

Prophet Equity
Southlake, TX

Brittany A. Sakowitz

Kirkland & Ellis LLP
Houston, TX

Nina Tsai

AT&T
Dallas, TX

Cliff W. Vrielink

Sidley Austin LLP
Houston, TX

Jennifer T. Wisinski

Haynes and Boone, LLP
Dallas, TX

Credit Info

MCLE Credit
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 Monday. 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
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 must claim your credit online in Your Briefcase, and will then be provided a Certificate of Attendance 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 must claim your credit online in Your Briefcase, and will then be provided a Certificate of Attendance 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 must claim your credit online in Your Briefcase, and will then be provided a Certificate of Attendance for your records. UT Law CLE will maintain Attendance Records for four years.  
UT Law CLE will report credit on your behalf to The Supreme Court of Ohio within 30 days after the conference. You must claim your credit online in Your Briefcase, and will then be provided a Certificate of Attendance for your records. You may also need to sign in at the registration desk if you are attending the live conference - please see staff for details.
At the conference, you will need to sign in on the Record of Attendance form at the registration desk. You must claim your credit online in Your Briefcase, and 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.
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. You may also be required to sign-in at the registration desk if you are attending in-person - please see staff onsite for more details. Attorney attendance will be reported to Pennsylvania within 2 weeks of the webcast conclusion. Attorneys are not able to report this credit on their own, and UT Law CLE pays all associated fees for the credit hours. Contact Laura Tolin, ltolin@law.utexas.edu, if you have additional questions.
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 to ensure it will qualify for self-reporting your credits.

To claim Other States MCLE credit, Other States credit option must be selected PRIOR to viewing the live webcast. You must claim your credit online in Your Briefcase, and will then be provided a Certificate of Attendance for your records. 

This accreditation requires attendance verification. UT Law CLE monitors and records attendee responses to questions that randomly appear during the live webcast presentation. The response record is detailed on the Certificate of Completion.

MCLE credit is presented based on a 60-minute credit hour.
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.
MCLE Credit
UT Law CLE will report credit to the State Bar of Texas on your behalf. If you are claiming credit in the last week of your birth month, self-report your credit directly to the State Bar of Texas at texasbar.com. A Certificate of Completion will be emailed to you upon claiming credit.
Self-report your CLE credit directly to the State Bar of California at calbar.ca.gov. Print and keep the Certificate of Completion for your records. A Certificate of Completion will be emailed to you upon claiming credit.
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.

New Jersey MCLE credit is based on a 50-minute credit hour. This accreditation requires attendance verification. In compliance with the rules, UT Law CLE monitors and records attendee responses to questions that randomly appear during the live webcast presentation. The response record is detailed on the Certificate of Completion.

To claim New York MCLE credit, New Jersey credit option must be selected PRIOR to viewing the live webcast. Upon claiming credit, a Certificate of Completion will be emailed to you. Self-report your credit directly to the Supreme Court of New Jersey Board on CLE.
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.

New York MCLE credit is based on a 50-minute credit hour. This accreditation requires attendance verification. In compliance with the rules, UT Law CLE monitors and records attendee responses to questions that randomly appear during the live webcast presentation. The response record is detailed on the Certificate of Completion.

To claim New York MCLE credit, New York credit option must be selected PRIOR to viewing the live webcast. Upon claiming credit, a Certificate of Completion will be emailed to you. Self-report your credit directly to the New York State CLE Board.
UT Law CLE will report credit on your behalf to The Supreme Court of Ohio within 30 days after the conference. You will receive a Certificate of Attendance at the conference to keep for your records.
The University of Texas School of Law (Provider #169) live webcast presentations meet the requirements and are presumptively approved by the Oklahoma Bar Association for MCLE credit based on a 50-minute credit hour. This accreditation requires attendance verification. In compliance with the rules, UT Law CLE monitors and records attendee responses to questions that randomly appear during the live webcast presentation. The response record is detailed on the Certificate of Completion.

To claim Oklahoma MCLE credit, Oklahoma credit option must be selected PRIOR to viewing the live webcast. Upon claiming credit, a Certificate of Completion will be emailed to you. UT Law CLE will report credit on your behalf to the Oklahoma Bar Association within 30 days after the webcast.
UT Law CLE is an approved provider of Pennsylvania credit, sponsor #236. Attorney attendance will be reported to Pennsylvania within 2 weeks of the webcast conclusion. Attorneys are not able to report this credit on their own, and UT Law CLE pays all associated fees for the credit hours. Contact Laura Tolin, ltolin@law.utexas.edu, if you have additional questions.
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 to ensure it will qualify for self-reporting your credits.
 
To claim Other States MCLE credit, Other States credit option must be selected PRIOR to viewing the live webcast. You must claim your credit online in Your Briefcase, and will then be provided a Certificate of Attendance for your records. 

This accreditation requires attendance verification. UT Law CLE monitors and records attendee responses to questions that randomly appear during the live webcast presentation. The response record is detailed on the Certificate of Completion.
MCLE credit is presented based on a 60-minute credit hour.
Other Credit
The University of Texas School of Law (Provider #250) live webcast presentations meet the requirements and 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.

This accreditation requires attendance verification. In compliance with the rules, UT Law CLE monitors and records attendee responses to questions that randomly appear during the live webcast presentation. The response record is detailed on the Certificate of Completion.

To claim Texas Accounting CPE credit, the Texas Accounting CPE credit option must be selected PRIOR to viewing the live webcast. Upon claiming credit, a Certificate of Completion will be emailed to you. Self-report your CPE credit directly to the Texas State Board of Public Accountancy.

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

Key Dates

Dallas – Oct 7-8, 2021 – The Ritz-Carlton
Live Webcast – Oct 7-8, 2021
Register now
Dallas
Last day for Individual early registration: Sep 29, 2021

Add $100 for registrations received after this time

Last day for In-House Counsel early registration: Sep 29, 2021

Add $100 for registrations received after this time

Last day for Group (5 registrants minimum) early registration: Sep 29, 2021

Add $50 for registrations received after this time

Last day for Group (10 registrants minimum) early registration: Sep 29, 2021

Add $50 for registrations received after this time

Last day for cancellation (full refund): Oct 1, 2021

$100 processing fee applied after this date

Last day for cancellation: Oct 4, 2021
Live Webcast
Last day for Individual early registration: Sep 29, 2021

Add $100 for registrations received after this time

Last day for In-House Counsel early registration: Sep 29, 2021

Add $100 for registrations received after this time

Last day for Group (5 registrants minimum) early registration: Sep 29, 2021

Add $0 for registrations received after this time

Last day for Group (10 registrants minimum) early registration: Sep 29, 2021

Add $0 for registrations received after this time

Last day for cancellation (full refund): Oct 1, 2021

$100 processing fee applied after this date

Last day for cancellation: Oct 4, 2021

Venue

speaker

2121 McKinney Avenue
Dallas, TX
800.960.7082 (reservations)

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