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 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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The continuing shift of merger litigation to federal courts

The continuing shift of merger litigation to federal courts
By Robert R. Long, Esq. & Andrew Sumner, Esq.

This paper discusses the growth of federal class actions suits relating to mergers and acquisitions brought by shareholders.  In 2018 federal courts saw 87% of all class action suits, a significant uptick from 2013 when the level was just 32%.

While disclosure-only settlements have arisen as a preferred method of resolving class action suits in federal courts, the authors caution that...

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Using M&A value drivers to shape synergy and integration targets | M&A Conference at Wharton San Francisco

By Mr. Todd Smith & Ms. Pat Belotti & Ms. Marilyn Adan & Ms. Renee Scherrer

The interplay between diligence, term sheets, and the critical post-close operating dynamics is one of the great challenges corporate development teams face.  The session explored frameworks that can be used for developing realistic targets during the integration process.  

Faculty member Todd Smith, Senior Managing Director at FTI Consulting, distilled integration strategy into three major considerations:

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