eConference
2021 Mergers and Acquisitions eConference
Contains material from Nov 2021
2021 Mergers and Acquisitions eConference
4.5 out of 5 stars
What was the overall quality of the course (presentation, materials, and technical delivery)?
Rate the overall teaching effectiveness and presentation skills of faculty for the course.
How would you rate the value of the materials provided as part of the course?
One of the best CLE programs I have ever seen/heard, on any topic. Excellent!
It was excellent. I particularly liked the session with Joel Greenburg. it was great to see two pros discuss the issues. Personally, I would rather have more information on the nuts and bolts of M&A than the speech on blockcoin.
The days of CLE that was about 50% relevant to my day-to-day practice are over. You all have done a great job of choosing topics that apply to the everyday practice of your attendees - or at least of this attendee. Speaker quality is also excellent. Thank you!
Great overall. I still think there needs to be a CLE that goes over the floor of a deal and one on what leverage looks like and how to use it.
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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!
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1.
SPAC-tacular...or Not? (Nov 2021)
Rita-Anne O'Neill, Jenny Hochenberg, Jim Morrone, Michael A. Saslaw, Sean T. Wheeler
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Session 1
—61 mins
SPAC-tacular...or Not? (Nov 2021)
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.
Originally presented: Oct 2021 Mergers and Acquisitions Institute
Rita-Anne O'Neill,
Sullivan & Cromwell LLP - Los Angeles, CA
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
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2.
Games People Play: Purchase Price Adjustments, Earnouts and Other Valuation Drivers (Nov 2021)
Alain Dermarkar, A. Vincent Biemans, Peter Bogdanow, Charles M. Jones II, John Lahti
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6 pgs
Session 2
—58 mins
Games People Play: Purchase Price Adjustments, Earnouts and Other Valuation Drivers (Nov 2021)
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.
Originally presented: Oct 2021 Mergers and Acquisitions Institute
Alain Dermarkar,
Shearman & Sterling LLP - Dallas, TX
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
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3.
RWI and Other Transactional Insurances: M&A Risk Allocation Opportunities (Nov 2021)
David Rex, David C. Cole, Scarlet McNellie, William M. Monat, Christina A. Tate, Andrew Zimmerman
1.25
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4 pgs
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3 pgs
Slides
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4 pgs
Slides
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6 pgs
Session 3
—76 mins
RWI and Other Transactional Insurances: M&A Risk Allocation Opportunities (Nov 2021)
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.
Originally presented: Oct 2021 Mergers and Acquisitions Institute
David Rex,
Prophet Equity - Southlake, TX
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
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4.
Blockchain Business Opportunities and Regulatory Pitfalls (Nov 2021)
Lilya Tessler
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Session 4
—45 mins
Blockchain Business Opportunities and Regulatory Pitfalls (Nov 2021)
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.
Originally presented: Oct 2021 Mergers and Acquisitions Institute
Lilya Tessler,
Sidley Austin LLP - Dallas, TX
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5.
Energy Investments – A Strange New World: Teaching Old Tricks to New Dogs and New Tricks to Old Dogs (Nov 2021)
J. Holt Foster III, Keith Behrens, David Levinson, Jeremiah Mayfield, David H. Sweeney
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Session 5
—60 mins
Energy Investments – A Strange New World: Teaching Old Tricks to New Dogs and New Tricks to Old Dogs (Nov 2021)
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.
Originally presented: Oct 2021 Mergers and Acquisitions Institute
J. Holt Foster III,
Sidley Austin LLP - Dallas, TX
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
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6.
Lessons Learned from the Most Heavily Litigated Provisions (Nov 2021)
Michael G. O'Bryan, Stephen Davidson, Marcie Lape, Joanna Lin, Craig Menden
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Session 6
—57 mins
Lessons Learned from the Most Heavily Litigated Provisions (Nov 2021)
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.
Originally presented: Oct 2021 Mergers and Acquisitions Institute
Michael G. O'Bryan,
Morrison & Foerster LLP - San Francisco, CA
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
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7.
Cultural Divide: Mock Negotiation of a Strategic Acquisition of a Private-Equity-Backed Company (Nov 2021)
Richard E. Climan, Joel I. Greenberg
1.25
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Session 7
—76 mins
Cultural Divide: Mock Negotiation of a Strategic Acquisition of a Private-Equity-Backed Company (Nov 2021)
“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.
Originally presented: Oct 2021 Mergers and Acquisitions Institute
Richard E. Climan,
Hogan Lovells US LLP - Silicon Valley, CA
Joel I. Greenberg,
Arnold & Porter Kaye Scholer LLP - New York, NY
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8.
Indemnification in Uninsured M&A Deals (Nov 2021)
Samantha Hale Crispin, Robert R. Kibby, Robert B. Little, Brian C. Mitchell
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Session 8
—60 mins
Indemnification in Uninsured M&A Deals (Nov 2021)
A panel of M&A and litigation veterans unpacks critical issues arising under regular-way indemnification clauses in technically and structurally challenging situations.
Originally presented: Oct 2021 Mergers and Acquisitions Institute
Samantha Hale Crispin,
Baker Botts L.L.P. - Dallas, TX
Robert R. Kibby,
Munsch Hardt Kopf & Harr, P.C. - Dallas, TX
Robert B. Little,
Gibson, Dunn & Crutcher LLP - Dallas, TX
Brian C. Mitchell,
Reed Smith LLP - Dallas, TX
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9.
Deal Ethics (Nov 2021)
David I. Albin, Scott B. Crofton, Byron F. Egan
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1.00
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Session 9
—56 mins
Deal Ethics (Nov 2021)
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.
Originally presented: Oct 2021 Mergers and Acquisitions Institute
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
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10.
Traps for the Conventional M&A Thinker – More Conversation With Glenn West (Nov 2021)
Jessica C. Pearlman, Glenn D. West
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Session 10
—58 mins
Traps for the Conventional M&A Thinker – More Conversation With Glenn West (Nov 2021)
Simply stated: anyone that thinks they know more than enough law to practice transactional work is probably wrong and should attend this presentation.
Originally presented: Oct 2021 Mergers and Acquisitions Institute
Jessica C. Pearlman,
K&L Gates LLP - Seattle, WA
Glenn D. West,
Weil, Gotshal & Manges LLP - Dallas, TX