Aligning contractual language and closing mechanisms in the purchase agreement | M&A Conference at Fordham Law New York

Aligning contractual language and closing mechanisms in the purchase agreement
By Ms. Jelena Guzenko & Mr. Mohit Singh & Mr. John O'Brien & Ms. Christen Morand, CPA

This panel convened to discuss methods for refining the terms of a purchase agreement, drawing on perspective from Jelena Guzenko, Director of M&A and Post-Closing Management at Siemens, John O’Brien, Vice President of Corporate Development at Brooks Automation, and Mohit Singh, Senior Vice President at BP.

Christen Morand, a Partner in EY's Forensic & Integrity Services practice led the discussion and provided guidance on a number of accounting structures including earnouts, lock-boxes, and other sophisticated mechanisms.

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Pursuing and integrating digital acquisitions | M&A Conference at Fordham Law New York

By Mr. Arindam Guha & Mr. Arslan El Guindy & Mr. Rohit Dave & Mr. Seth Van Winkle

This discussion looked at acquisitions and investments in innovative companies when the objective is primarily to access enabling capabilities or disruptive business models powered by technology and analytics. 

The participants - Rohit Dave, Head of M&A at WeWork, Arindam Guha, Corporate Development, M&A, Investments and Strategy at IBM, and Lenny El Guindy, Corporate M&A at Deere & Company - considered the unique challenges associated with deals where much of the value is embedded in future growth, algorithms, intellectual property including in-process R&D, intangible assets, and human capital including founders and management teams.

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Optimizing lines of authority between the Board, special committees, and corporate development | M&A Conference at Fordham Law New York

Optimizing lines of authority between the Board, special committees, and corporate development
By Joseph Tedeschi & Mr. Bob Zapata & Mr. Frank Jaehnert & Matthew V. Soran, Esq.

This session considered approaches for appropriately and proportionately engaging the Board in the organization's inorganic growth strategy, from acquisitions to minority investments and joint ventures.

Joseph Tedeschi, Head of M&A Legal (former) at Citigroup, Bob Zapata, General Counsel of Corporate Strategy and Development at TIAA, and Frank Jaehnert, Member of the Board of Directors of Briggs, Stratton, Nordson, and Itron, and Member of the Advisory Board of National Material gave consideration to the optimal lines of authority between the Board, special committees, and management throughout the M&A process including…

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Modeling optimal buy-side transactions and deal structures through portfolio reviews | M&A Conference at Fordham Law New York

Modeling optimal buy-side transactions and deal structures through portfolio reviews
By Ms. Lisa Marchese & Mr. Michael Jones & William Jefferson Black

This discussion considered methods for reviewing financial performance and strategic operational value from past acquisitions to model optimal buy-side transactions and deal structures. 

Lisa Marchese, Head of Corporate Development at American Express and Michael Jones, EVP of Corporate Development and M&A for GE participated in the discussion and shared their views on the potential for improvements in the capital allocation process and the increasing use of...

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M&A Methods | Interview with Associate General Counsel, Commercial & Strategic Transactions at LyondellBasell

Interview with Associate General Counsel, Commercial & Strategic Transactions at LyondellBasell
By Andrew Gratz, Esq. & William Jefferson Black

In this interview Publisher William Jefferson Black sits down with Andrew Gratz, Associate General Counsel at LyondellBasell, who manages the legal team that supports the multinational public-company's acquisitions, divestitures and other strategic transactions globally. 

LyondellBasell was formed through a merger in late 2007, followed by a 15-month chapter 11 restructuring.  Today the company has a $30B+ market cap and a position as one of the largest plastics, chemicals and refining companies in the world.

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