eConference
2016 Mergers and Acquisitions eConference
Contains material from Oct 2016
2016 Mergers and Acquisitions eConference
4.19 out of 5 stars
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UT Law’s Mergers and Acquisitions eConference examines the latest deal trends, structures, pitfalls and opportunities in M&A, with presentations from nationally and internationally recognized lawyers and corporate development officers in Texas and the Southwest.
Key reasons to subscribe:
Key reasons to subscribe:
- Learn about developments in drag-alongs and other minority shareholder squeeze-out techniques
- Gain insight from experienced practitioners in Texas Twists: An Essential Guide to Key Texas Law M&A Issues
- Explore the challenges in structuring and executing growth equity deals
- Rethink the common wisdom and revisit encrusted boilerplate language in M&A agreements
- Learn how to structure energy deals amidst today’s price volatility
- Explore the good, the bad, and the ugly of concepts and developments from public target deals that bleed into private target M&A
- Hear the latest updates on Trending Issues in Negotiation of Indemnification Agreements
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1.
Winning Strategies for the Financial Buyer in Today’s Seller’s Market (Oct 2016)
Paul J. Shim, Adam Fliss, David Hallett, Michael A. Saslaw
1.00
0.00
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Slides
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8 pgs
Session 1 —60 mins
Winning Strategies for the Financial Buyer in Today’s Seller’s Market (Oct 2016)
It’s a seller’s market, with buyers plentiful and debt financing available at record low interest rates. What can financial buyers do to distinguish themselves from the pack?
Originally presented: Oct 2016 Mergers and Acquisitions Institute
Paul J. Shim,
Cleary Gottlieb Steen & Hamilton LLP - New York, NY
Adam Fliss,
TPG Capital - San Francisco, CA
David Hallett,
Lazard Middle Market LLC - Minneapolis, MN
Michael A. Saslaw,
Vinson & Elkins LLP - Dallas, TX
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2.
Kicking and Screaming: Developments in Drag-Alongs and Other Minority Stockholder Squeeze-Out Techniques (Oct 2016)
Larry E. Glasgow, Gemma L. Descoteaux, Darren C. Hauck, Robert B. Little, Patricia O. Vella
1.00
0.00
0.00
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Session 2 —57 mins
Kicking and Screaming: Developments in Drag-Alongs and Other Minority Stockholder Squeeze-Out Techniques (Oct 2016)
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. The panel will review recent developments in this area as well as current best practices in dealing with issues that range from orderly process to confrontation.
Originally presented: Oct 2016 Mergers and Acquisitions Institute
Larry E. Glasgow,
Gardere Wynne Sewell LLP - Dallas, TX
Gemma L. Descoteaux,
Polsinelli PC - Dallas, TX
Darren C. Hauck,
Alston & Bird LLP - Dallas, TX
Robert B. Little,
Gibson, Dunn & Crutcher LLP - Dallas, TX
Patricia O. Vella,
Morris, Nichols, Arsht & Tunnell LLP - Wilmington, DE
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3.
Key Issues in Structuring and Negotiating Growth Equity Investments (Oct 2016)
Christopher Torrente, Jeremiah Gordon, Michael J. Kendall, John P. Romney
1.00
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Session 3 —57 mins
Key Issues in Structuring and Negotiating Growth Equity Investments (Oct 2016)
Growth equity—a cross between venture capital and buyouts—continues to gain favor as an emerging class of dealmaking opportunity. Explore the challenges in structuring and executing the growth equity deal that balances the entrepreneurial flavor of venture capital with the complexity of a buyout’s focus on companies with operating histories, complex capitalization, and often, international operations.
Originally presented: Oct 2016 Mergers and Acquisitions Institute
Christopher Torrente,
Kirkland & Ellis LLP - New York, NY
Jeremiah Gordon,
Google Capital - Mountain View, CA
Michael J. Kendall,
Goodwin Procter LLP - Boston, MA
John P. Romney,
Levine Leichtman Capital Partners - Dallas, TX
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4.
Texas Gunfights: A Backstage Pass to Recent High Profile M&A Cases in Texas (Oct 2016)
Mark Curriden, Wilson Chu
0.50
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Session 4 —31 mins
Texas Gunfights: A Backstage Pass to Recent High Profile M&A Cases in Texas (Oct 2016)
Behind every merger and acquisition, there's a story about how they came together and the lawyers who led them. Mark Curriden takes a peak behind the curtain and spills secrets in some of the biggest deals in Texas during the past few years.
Originally presented: Oct 2016 Mergers and Acquisitions Institute
Mark Curriden,
The Texas Lawbook - Addison, TX
Wilson Chu,
McDermott Will & Emery LLP - Dallas, TX
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5.
Public Company Creep (Oct 2016)
Krishna Veeraraghavan, Timothy P. FitzSimons, Michael G. O'Bryan, Claudia Simon
1.00
0.00
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Session 5 —58 mins
Public Company Creep (Oct 2016)
Explore the good, the bad, and the ugly of concepts and developments from public target deals that bleed into private target M&A.
Originally presented: Oct 2016 Mergers and Acquisitions Institute
Krishna Veeraraghavan,
Sullivan & Cromwell LLP - New York, NY
Timothy P. FitzSimons,
Jones Day - Chicago, IL
Michael G. O'Bryan,
Morrison & Foerster LLP - San Francisco, CA
Claudia Simon,
Schulte Roth & Zabel - New York, NY
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6.
Negotiating Ethics? (Oct 2016)
Wilson Chu, Barrett R. Howell
1.00
1.00
0.00
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Session 6 —58 mins
Negotiating Ethics? (Oct 2016)
When it comes to ethics in negotiations, it's anything but anything-goes. Could a tiny white lie here and a teeny puffing there mean the difference between getting the deal done and getting disbarred? This presentation addresses these questions and more as the speakers ask, "Are you smarter than a first-year associate?"
Originally presented: Oct 2016 Mergers and Acquisitions Institute
Wilson Chu,
McDermott Will & Emery LLP - Dallas, TX
Barrett R. Howell,
Bracewell - Dallas, TX
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7.
Texas Twists: An Essential Guide to Key Texas Law M&A Issues (Oct 2016)
Byron F. Egan, M. Preston Bernhisel, Robert R. Kibby, Bradley L. Whitlock
0.75
0.00
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Session 7 —39 mins
Texas Twists: An Essential Guide to Key Texas Law M&A Issues (Oct 2016)
Texas law governs many M&A agreements and differs in important respects from the laws of some other states. Hear experienced M&A lawyers address the latest Texas law on several recurring issues, including best efforts, choice of law and forum and jury trial waivers, common law fraud (including provisions to eliminate the element of reliance), implied covenant of good faith and fair dealing, fiduciary duties of directors, indemnification (including the express negligence doctrine), and sandbagging.
Originally presented: Oct 2016 Mergers and Acquisitions Institute
Byron F. Egan,
Jackson Walker LLP - Dallas, TX
M. Preston Bernhisel,
Baker Botts - Dallas, TX
Robert R. Kibby,
Munsch Hardt Kopf & Harr, P.C. - Dallas, TX
Bradley L. Whitlock,
Scheef & Stone, L.L.P. - Dallas, TX
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8.
Negotiating the Private Company Deal: A Mock Negotiation of Today’s—and Tomorrow’s—Hot Issues (Oct 2016)
Richard E. Climan, Joel I. Greenberg
1.25
0.00
0.00
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Slides
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8 pgs
Session 8 —74 mins
Negotiating the Private Company Deal: A Mock Negotiation of Today’s—and Tomorrow’s—Hot Issues (Oct 2016)
Watch a mock negotiation highlighting key issues in private company deals.
Originally presented: Oct 2016 Mergers and Acquisitions Institute
Richard E. Climan,
Weil, Gotshal & Manges LLP - Redwood City, CA
Joel I. Greenberg,
Kaye Scholer LLP - New York, NY
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9.
Trending Issues in Negotiation of Indemnification Provisions (Oct 2016)
Craig A. Menden, Elizabeth C. Brandon, Tom D. Harris Jr., Jessica C. Pearlman, Mark S. Solomon
1.00
0.00
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Session 9 —59 mins
Trending Issues in Negotiation of Indemnification Provisions (Oct 2016)
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.
Originally presented: Oct 2016 Mergers and Acquisitions Institute
Craig A. Menden,
Cooley LLP - Palo Alto, CA
Elizabeth C. Brandon,
Barnes & Thornburg LLP - Dallas, TX
Tom D. Harris Jr.,
Haynes and Boone, LLP - Dallas, TX
Jessica C. Pearlman,
K&L Gates LLP - Seattle, WA
Mark S. Solomon,
Andrews Kurth - Dallas, TX
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10.
Encrusted Boilerplate in M&A Agreements: Rethinking the Common Wisdom (Oct 2016)
Noelle M. Reed, Glenn D. West
1.00
0.00
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Session 10 —56 mins
Encrusted Boilerplate in M&A Agreements: Rethinking the Common Wisdom (Oct 2016)
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 caselaw.
Originally presented: Oct 2016 Mergers and Acquisitions Institute
Noelle M. Reed,
Skadden, Arps, Slate, Meagher & Flom LLP - Houston, TX
Glenn D. West,
Weil, Gotshal & Manges LLP - Dallas, TX
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11.
From Peak to Trough: Structuring Energy Deals in a Volatile Market (Oct 2016)
J. Holt Foster III, John Goodgame, Paul E. Heath, Jeff Jones, Cliff W. Vrielink, Jeffrey A. Zlotky
1.00
0.00
0.00
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Session 11 —55 mins
From Peak to Trough: Structuring Energy Deals in a Volatile Market (Oct 2016)
Price volatility in the oil and gas industry is creating significant uncertainty and greatly impacting M&A decisions. Lawyers need to know how to structure deals in this unpredictable environment to mitigate client’s risk exposure and bridge this uncertainty. Hear first hand from investment bankers, private equity firms, and lawyers on the front lines, how deals are getting done and what not to do.
Originally presented: Oct 2016 Mergers and Acquisitions Institute
J. Holt Foster III,
Thompson & Knight LLP - Dallas, TX
John Goodgame,
Akin Gump Strauss Hauer & Feld LLP - Houston, TX
Paul E. Heath,
Vinson & Elkins LLP - Dallas, 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