November 18 & 19, 2020

This prestigious annual conference assembles corporate development leaders, in-house M&A counsel, board members, and private equity investors to discuss current challenges impacting complex transactions and learn about innovative methods to improve deal performance.

The cross-disciplinary agenda draws on experienced M&A professionals from various industries and regions to share first-hand experiences, best practices, and recommendations for navigating deals through both internal and external challenges.

This conference will be streamed live online in 2020.

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DAY ONE AGENDA: WEDNESDAY NOVEMBER 18, 2020

8:55am - 9:00am (Pacific Time)
Opening remarks: William Jefferson Black, Managing Director, Finance Information Group & Publisher, Transaction Advisors

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9:00am - 9:50am (Pacific Time)
M&A strategy: Innovation-driven acquisitions The opening keynote discussion will look at the unique challenges associated with acquisitions where the target value is largely in future growth, new technology, intangible assets, and human capital.

Kevin Hutchins, SVP, Strategy & Product Management, Juniper Networks
Albert Lee, Corporate Development Director, Google
Branko Svec, Vice President, Head of Global Consumer M&A, American Express
Don Dawson, Managing Director - North America M&A Practice Lead, Accenture

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10:00am - 10:50am
SPACs competing for deals This timely session will look at well-funded SPACs competing for innovation-driven acquisitions and also consider the process and deal structuring considerations associated with mergers involving special purpose acquisition companies.

Brett Shawn, Senior Vice President, Assistant General Counsel, Warburg Pincus
Marc Teillon, Senior Managing Director, Vista Equity Partners
Peter Lamb, Partner, Orrick, Herrington & Sutcliffe
Hari Raman, Partner, Orrick, Herrington & Sutcliffe

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11:00am - 11:50am
Diligence methods: Intellectual property This session will look at the challenging diligence obligations associated with source code audits, cyber security reviews, and intellectual property rights verification. The participants will discuss the negotiation of specific deal terms that may be employed to address a range of diligence discoveries related to a target's value drivers.

Alicia Rosenbaum, Vice President and Associate General Counsel Cybersecurity Technology and Trust, Salesforce
Jeff Hennig, Senior Director, Corporate Development, Xilinx
Dan Vaughn, Senior Director - M&A and Equity Counsel, PayPal
Amanda Massucci, Forensic & Integrity Services - West Region Leader and Americas Transaction Forensics Leader, Ernst & Young

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12:00pm - 12:50pm
Human capital diligence: Cultural risks This session will provide a detailed look at how effective dealmakers approach HR due diligence to identify people-related cultural challenges and look at specific deal terms that may be employed to impact the future state operating model. 

Rupa Mehta, Vice President Corporate Development, Groupon
Ashley Rice, Senior Consultant, HR Acquisitions, Cisco Systems
Marilyne O'Hara, Global M&A Integration Lead, Square
Paul Kibbe, Principal & East Market Leader - M&A Advisory Services, Mercer

         

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1:00pm - 1:50pm
Cross border joint ventures: Exit and buyout provisions This timely discussion will cover a range of strategic, financial, and governance considerations that are critical for joint ventures with varying partnership levels between the parties. This session will also look at the structure of exit and buyout mechanisms including one-way and two-way buyout rights, auction/shoot-out approaches, and methods for unwinding a joint venture.

Patrick Bombach, Vice President and Associate General Counsel, Corporate Legal Group, Intel Corporation
Jonathan Duckles, Director, Senior Legal Counsel, SoftBank
Nicole Kelsey, General Counsel and Secretary, Amyris
Michael Dorf, Partner, Shearman & Sterling

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2:00pm - 2:50pm
Negotiating risk allocation: Transactional insurance for technology and IP-related reps This session will look at the increasing use of transaction insurance to address representations related to digital assets and other elements of IP-heavy acquisitions. The participants will discuss knowledge qualifiers and anti-sandbagging constructs, distinguish between standard risks borne by acquirors and issues that should be addressed in the purchase agreement, consider IP sufficiency for in-process development, and look at the way cyber breach and data privacy reps are now being addressed in transactions.

David Breach, Chief Operating Officer & Chief Legal Officer, Vista Equity Partners
Mike Guo, Deputy General Counsel, TPG Capital
Julia Papastavridis, Director, Willis Towers Watson

         

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3:00pm - 3:50pm
Ask the M&A Leadership Council This interactive session will provide an opportunity for conference participants to ask members of the prestigious M&A Leadership Council questions on a range of deal-related topics.

Sanjay Kacholiya, Vice President, Strategic Business Development, Citrix
Brett Shawn, Senior Vice President, Assistant General Counsel, Warburg Pincus
Ken Bond, Senior Vice President, Corporate Development, Aon Corporation (former)
Gil Ohana, Senior Director, Antitrust and Competition, Cisco Systems
Eileen Kamerick, NACD Leadership Fellow and Director; AIG Funds, Associated Banc-Corp, Legg-Mason Closed-End Mutual Funds, and Hochschild Mining 
Michael Wolf, Vice President, Deputy General Counsel, Baxter International

         

         

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DAY TWO AGENDA: THURSDAY NOVEMBER 19, 2020

8:55am - 9:00am (Pacific Time)
Opening remarks: William Jefferson Black, Managing Director, Finance Information Group & Publisher, Transaction Advisors
Recognition of the M&A Leadership Council

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9:00am - 9:50am​ (Pacific Time)
Global merger control and antitrust challenges: Sensitive data and limited R&D risk This session will provide guidance on the shifting environment for competition reviews in the United States, Europe, and other jurisdictions. The participants will comment on specific deal terms that anticipate protectionist views and antitrust challenges associated with sensitive data and limited R&D risk and the merits of negotiating prospective remedies or remaining silent.

David Emanuelson, Global Antitrust Counsel, Antitrust and Commercial Litigation Group, Intel Corporation
Christie Stahlke, Director and Senior Counsel, Antitrust & Competition Law, Raytheon Technologies
Matthew Readings, Partner, Global Antitrust Practice Group Leader, Shearman & Sterling
Ben Gris, Partner, Sherman & Sterling

       

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10:00am - 10:50am
Developments in deal structuring: New terms and remedies This discussion will examine current negotiation points and deal terms that may be employed to allocate risk and bridge gaps between buyers and sellers.

Rajive Dhar, VP & Head, Corporate Development, Informatica Corporation
Nic Volpi, Partner, Permira Advisers
Connie Chen, Head of M&A Legal, Broadcom
Brian Mangino, Partner, Fried Frank

         

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11:00am - 11:50am
Carveout transactions: Acquiring a carveout This session will look at the strategic and operational considerations associated with acquiring a carveout including transition services agreements and the sufficiency of asset and financial statements representations.  In addition, the merits of long-term shared services, supply chains, and other operational entanglements will be considered. 

Oscar Ledezma, Global Corporate Development - M&A, The Clorox Company
Jarrett Price, Principal, Alpine Investors
Oliver Vivell, Vice President, Corporate Development, SAP
David Smalstig, Senior Managing Director, Co-Leader of U.S. Transaction Advisory Services, FTI Consulting

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12:00pm - 12:50pm
Keynote Interview

Eric Talley, Isidor and Seville Sulzbacher Professor of Law, Columbia Law School
Brian Hwang, Director - Corporate Development & Global Partnerships, Intralinks

   

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1:00pm - 1:50pm
Navigating regulatory hurdles: CFIUS & FIRRMA This discussion will look at non-controlling and controlling investments in targets involving sensitive personal data, infrastructure, critical technology, or other assets that may be considered 'covered transactions' under the expanding remit of CFIUS and the recent Foreign Investment Risk Review Modernization Act (FIRRMA). 

Deirdre McEvoy-Cappock, Principal U.S. Antitrust and CFIUS Counsel, Siemens 
Aimen Mir, Partner, Freshfields

   

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2:00pm - 2:50pm
Integration and change management: Cultural assimilation This session will look at techniques for managing human capital after closing and considered methods for repeatable post-merger performance improvement and integration.

Kimberly Baird, Corporate Development, Integration Lead, Cisco Systems
Gina Sandon, Director, Global Merger & Acquisition Synergy, IBM
Arun Mathew, M&A HR Project Integration Leader, Boeing
Carly McCoy, Principal - M&A Advisory Services, Mercer

         

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3:00pm - 3:50pm
Doing “Good” deals: How ESG is influencing M&A This timely session will look at the current sentiment around environmental, social, and governance practices in M&A. The discussion will look at ways to consider ESG in the diligence process, methods for mitigating ESG risks, and the merit of using M&A to advance ESG objectives.

Sonalee Parekh, Senior Vice President, Corporate Development and Investor Relations, Hewlett Packard Enterprise
Margot Miller, Global Legal Head of M&A, Treasury, & Antitrust, Anheuser-Busch InBev
Pat Tucker, Managing Director, Abernathy MacGregor