Delivering Strong Transactions
JUNE 25 & 26, 2025
Exclusively for Corporate M&A Professionals
This prestigious annual M&A conference assembles corporate development leaders, in-house M&A and antitrust counsel, and private equity investors to discuss current challenges impacting complex transactions and consider innovative methods for improving the deal process and M&A performance.
The cross-disciplinary agenda will be unpacked by a diverse speaking faculty from various industries and roles, who will share first-hand experiences, best practices, and guidance on delivering high performing transactions.
Wednesday June 25, 2025
Welcome Lunch | 12:00 - 12:55
M&A Readiness | 1:00 - 1:10
William Jefferson Black, Executive Director, Transaction Advisors Institute.
M&A Sentiment and Readiness | 1:10 - 2:00
What are the emerging challenges facing corporate M&A teams as they pursue strategic transactions? How has uncertainty about timelines factored into dealmakers’ financial and strategic assessments. Are there ways to protect deals against sudden economic, regulatory, or geopolitical events? Can more sophisticated mechanisms be employed to ensure M&A performance?
Developing Proprietary Deal Flow | 2:15 - 3:05
Are new data sources improving the proprietary pipeline development process? How are dealmakers using technology to more precisely filter and screen targets? What guidelines should be established to ensure initial discussions set the right tone? Is there an optimal level of detail on deal terms and valuation for an initial approach? What decision frameworks are being employed to improve decision making?
Chandradev Mehta, Chief Strategy Officer, Industrial Automation, Honeywell
Jason Van Camp, Senior Director, Corporate Development, Ingredion
Jeremy Choy, Senior Vice President. Chief Strategy and Corporate Development Officer, Underwriters Laboratories
Jeremy Kottler, Director, Corporate Development, Dataprise
M&A Target Diligence | 3:25 - 4:15
What are the key steps for executing human capital diligence with both speed and depth? Are there applications for AI to identify unrealistic integration costs and timing? What level of precision is realistic for identifying disruptive employees and unaddressed people-related issues? Are there new methods for uncovering financial, legal, and compliance issues and stress-test costs related to workforce expenses and liabilities? How should the operating model and FCPA diligence be executed properly?
Rachel Strick, Head of Immunology Business Development & Acquisitions, AbbVie
Ken Park, Director - Head of HR M&A, Netflix
Will Oppenheim, M&A Principal, Mercer (Chair)
Shifting Antitrust Dynamics | 4:30 - 5:20
What is the current antitrust sentiment at the DoJ and FTC? Can you ‘test the waters’ with antitrust regulators before agreeing to the deal? How are interim operating covenants best designed to avoid antitrust scrutiny? Is a more sophisticated framework for efforts to close and break fees emerging? How can corporate deal makers effectively engage with state attorneys general and foreign competition authorities? What are deal teams disclosing on the deal rationale and past acquisitions to satisfy the new HSR requirement?
Wine Reception | 5:30 - 6:30
The robust discussions will continue during the wine reception.
Dinner and M&A War Stories | 6:30 - 7:30
Dinner is always a highlight that is known for engaging discussions and amazing views.
Thursday, June 26, 2025
Welcome Breakfast | 8:15 - 8:55
Start the day with a robust breakfast buffet as you connect with other corporate M&A teams
Shifting Deal Points | 9:00 - 9:50
What recent changes in the architecture of M&A agreements are coming under the microscope during negotiations? How do you view the strength of various closing conditions? Is it possible to engineer outside dates, efforts provisions, reverse break fees, and other deal points to work in concert? What can dealmakers do to improve the negotiation process and speed?
Cassie Chong, Senior Vice President, Senior Vice President, Deputy General Counsel, Transactions, Bristol Myers Squibb
Rocco Gialanella, Senior Counsel - Corporate and M&A, HP, Inc.
Paul Humphreys, Partner, Corporate and M&A, Freshfields (Chair)
Crafting Deal Protections | 10:00 - 10:30
How are corporate M&A teams embracing more sophisticated risk allocation mechanisms? Where are specific indemnities being incorporated into the risk allocation strategy? What are the relevant differences between holdbacks and other protections? Where is the current market for coverage levels, caps, exclusions, retention, long tail reps, premium ranges, and other key terms? Are there standard best practices to ensure integration with diligence findings and negotiation schedules? What key decisions need to be made during the process?
Hans Grong, Vice President & Associate General Counsel - M&A and Ventures, 3M
Megan Prout, Senior Vice President - Commercial Law & Litigation, Plains All American
Matthew Heinz, Partner & Co-Practice Leader, Transaction Liability, Lockton (Chair)
Designing Retention Agreements and Restrictive Covenants | 10:30 - 11:00
What benchmarks are being used to design executive compensation and benefit programs? How are retention milestones engineered to align with value creation? What are the most effective mechanisms for aligning incentives? Has the use of restrictive covenants / non-competes changed in light of recent legal scrutiny/potential changes in the law? How should deal teams view earnouts and contingent consideration as an effective structure for retention?
Integration Frameworks | 11:20 - 12:10
How do you enhance visibility on sources of value across revenue, costs, talent, and technology? What’s the optimal level of engagement with the target in developing the integration thesis? What positive and negative synergies are often missed in deal models and discovered during integration? How do you head off unrealistic change initiatives during the post-close period? When should a modified integration approach be considered (standalone, partial integration, or full integration)? What techniques can be employed to ensure momentum in the businesses during integration?
SDR Dutta Roy, Vice President, Global Integration - M&A Integration and Carve-Out/Divestiture Planning and Execution, Baxter International
Matt Brown, Senior Director, Enterprise M&A, Cox Automotive
Cory Locke, Vice President M&A Integration, Hewlett Packard Enterprise
Lunch | 12:10 - 12:55
Minority Investment Structuring | 1:00 - 1:50
How can minority investments advance the corporate development strategy? What are the key legal and financial terms that need to be negotiated for the initial investment? How are regulatory, cultural, and governance considerations most effectively managed? Are some dispute resolution mechanisms and enforcement approaches more effective than others? What is the current best practice in design for exit and buyout provisions?
Craig Lange, Vice President - Strategy & Business Development, Energy & Transportation, Caterpillar
Jen Miller, Director of Corporate Development, Oshkosh Corporation
Nick Hoffman, Associate General Counsel - Mergers & Acquisitions and Venture Capital, Koch
Joint Venture Structuring | 2:10 - 3:00
What are the most common capital structures and associated rights? How should leadership team incentives, transfers, and secondments be used to drive value? Are effective financial controls and audit rights necessarily unique to each JV? What buyout mechanisms, including auctions and shoot-out approaches, tend to be the most effective wind-down methods?
Kevin Freeman, Vice President & Chief Counsel, Finance & Transactions, Tenneco
Rashmi Gautam, Corporate Development & M&A, ADM
David Hernand, M&A Partner, Simpson Thacher (Chair)
Divestiture Structuring | 3:15 - 4:05
How are the most effective corporate development teams evaluating divestitures? Are there insights from the wave of activist campaigns pushing for divestitures? What is the key to running an intentional and well-considered separation? What are the key differences in carve outs, spin-offs, and hybrid structures? How do you avoid delays in the deal process? Are the recent calls for 'corporate clarity' a fad or a trend that also shapes the buy-side strategy?
Derek Devgun, Deputy General Counsel - Business Development, M&A, Baxter International
Brian Crannell, Senior Vice President, Knowles
Jim Rosenwald, Mergers and Acquisitions/Corporate Development, Chevron
Kimberly Spoerri, M&A Partner, Cleary Gottlieb (Chair)
Effective M&A Teams and Performance Measures | 4:20 - 5:00
This lively, candid, and highly interactive session will provide a rare opportunity to hear about compensation levels, performance incentives, career paths, recruiting approaches, and skill development. Inspired by a long term study that showed a direct correlation between highly-skilled M&A teams and deal performance, this member-driven roundtable will consider approaches for building and leading corporate development, M&A legal, and integration professionals, including performance measurements and even incentives for abandoning bad deals.
Closing Reception | 5:00 - 6:00
Participants will receive both digital and print materials with more than 100 charts with information on recent shifts in deal volume, negotiation points, and best practices, including the selection below
Exclusively for Corporate M&A Professionals
The Institute is an accredited provider of CPE and CLE in Illinois. This M&A Conference offers 9 CLE credits and 11 CPE credits. An Illinois certificate will be issued. If you are licensed in another state, please check for reciprocity regarding continuing education credits.
Wednesday, June 25, 2025
12:00pm - 7:30pm CST
Thursday, June 26, 2025
8:15am - 5:00pm CST
$2,000 | $0 for Members Learn About Membership Accounts
Registration is not open to M&A consultants, advisors, vendors, or members of the media. Unqualified registrations will be canceled and refunded, less a $100 bank processing fee.
M&A Academy | June 24 & 25, 2025
