15th Annual International Mergers and Acquisitions Conference

Transcription

1 A conference presented by the IBA Corporate and M&A Law Committee, supported by the IBA North American Regional Forum 15th Annual International Mergers and Acquisitions Conference 7 8 June 2016, The Plaza, New York, USA Now in its 15th year, this leading conference will once again bring together practitioners from around the globe to discuss the latest developments and hot topics in international M&A law. Topics will include: A review of the worldwide M&A market place Foreign Investment Controls-CFIUS and analogous regimes Stockholder activism today Cross-border M&A Antitrust/competition policy present and future The view from the bench Private equity today Follow #IBAMandA REGISTER BEFORE 6 MAY 2016 TO RECEIVE EARLY REGISTRATION DISCOUNTS BOOK NOW AT UP TO 8¾ CPD HOURS AVAILABLE*

2 Programme Conference Chairs Alan M Klein Simpson Thacher & Bartlett, New York Mark D Pflug Simpson Thacher & Bartlett, New York Conference Co-Chairs Stephen Cooke Slaughter and May, London Maximilian Schiessl Hengeler Mueller, Düsseldorf Tuesday 7 June Registration Grand ballroom foyer Welcome address Alan M Klein A review of the worldwide M&A market place Susan Huang, who leads the mergers and acquisitions group at one of the world s leading investment banks, provides an insider s view of the financial, economic and business factors affecting the M&A market. Moderator Eileen Nugent Global Co-Head, Transactions Practice, Skadden Arps Slate Meagher & Flom, New York Speaker Susan Huang Vice Chairman of Investment Banking, Morgan Stanley, New York Reporter commentators Dana Mattioli The Wall Street Journal, New York Jeffrey McCracken Bloomberg News, New York Leslie Picker The New York Times, New York Coffee/tea break Grand Ballroom & Centennial Foyers Current M&A issues The panellists will discuss recent M&A developments arising around the world, including recent hostile deals, protectionism and deal protections. Moderator Andy Ryde Chairman of Corporate Department, Slaughter & May, London Speakers Olivier Assant Bredin Prat, Paris Paul Bird Co-Chair, Corporate Department and Co-Chair, Mergers and Acquisitions Group, Debevoise & Plimpton, New York David Friedlander King & Wood Mallesons, Sydney Adam Green Mannheimer Swartling, Stockholm Arne Grimme De Brauw Blackstone Westbroek, Amsterdam Yuto Matsumura Mori Hamada & Matsumoto,Tokyo; Vice-Chair Private Equity Subcommittee, IBA Corporate and M&A Committee Foreign Investment Controls CFIUS and analogous regimes The panellists will discuss significant developments in the area of foreign investment controls in the context of cross-border acquisitions and significant minority investments. Moderator Ethan Klingsberg Cleary Gottlieb Steen & Hamilton, New York Speakers Christophe Eck Gide Loyrette Nouel, Paris David Fagan Covington & Burling, Washington DC Tony Damian Herbert Smith Freehills, Sydney Haigreve Khaitan Khaitan & Co, Mumbai Richard Mintz Managing Director,The Harbour Group, Washington DC Aimen Mir Deputy Assistant Secretary, US Department of the Treasury, Staff Oversight for Committee on Foreign Investment in the United States, Washington DC Headline social event sponsors Conference luncheon sponsor

3 Tuesday continued Lunch Terrace Room Keynote Speaker Tom Easton American Finance Editor, The Economist, New York Stockholder activism today The panel will examine the explosive growth of stockholder activism and where it is heading. Moderator Faiza J Saeed Cravath Swaine & Moore, New York Speakers David Chaikof Torys, Toronto Arthur Crozier Chairman, Innisfree M&A Incorporated, New York Eleazer Klein Schulte Roth & Zabel, New York Andrew Nussbaum Wachtell, Lipton, Rosen & Katz, New York Christian Pleister Co-Head Corporate, Noerr, Berlin/Frankfurt am Main Commentator William Anderson Senior Managing Director, Evercore Partners, New York Coffee/tea break Grand Ballroom & Centennial Foyers Cross-border M&A The panel will assess key issues that arise across jurisdictions in a cross-border deal, with particular emphasis on recent regulatory developments. Moderator George Bason Head of Mergers & Acquisition Group, Davis Polk & Wardwell, New York Speakers Christina Chalk Senior Special Counsel, Office of Mergers & Acquisitions, US Securities and Exchange Commission, Washington DC Youseff Djehane BDGS Associés, Paris Takashi Toichi Anderson Mori & Tomotsune, Tokyo; Vice Chair, Current Legal Developments Subcommittee, IBA Corporate and M&A Committee Hans Witteveen Stibbe, London; Newsletter Editor, IBA Corporate and M&A Committee Hans-Jörg Ziegenhain Hengeler Mueller, Munich: Publications Officer, IBA Corporate and M&A Committee 1800 Hosted cocktail reception Robert at Museum of Arts and Design 9th Floor, 2 Columbus Circle, NY The reception is located within a short walk of the Plaza. Hosted cocktail reception sponsors

4 Wednesday 8 June Registration Grand Ballroom Foyer Antitrust/competition policy present and future The panellists will discuss significant developing areas of antitrust and competition law in the M&A context. Moderator Peter Guryan Simpson Thacher & Bartlett, New York Speakers Deborah Feinstein Director, Bureau of Competition, Federal Trade Commission, Washington DC John Harkrider Axinn Veltrop & Harkrider, New York Thorsten Mäger Hengeler Mueller, Dusseldorf Jonathan Kanter Cadwalader Wickersham & Taft, Washington, DC Coffee/tea break Grand Ballroom & Centennial Foyers Private equity today The panel will focus on legal issues in representing private equity firms today, as well as in representing counterparties in current transactions with private equity firms. Moderator Kevin Schmidt Co-Chair, Private Equity Group, Debevoise & Plimpton, New York Speakers Ajay Bahl AZB & Partners, Delhi Christian Cascante Head of Corporate M&A, Gleiss Lutz, Stuttgart Charles Martin Senior Partner, Macfarlanes, London Emmanuel Pressman Osler Hoskin & Harcourt, Toronto Othon Prounis Ropes & Gray, New York Commentator David Sorkin Member, General Counsel and Secretary, Kohlberg Kravis Roberts & Co, New York The view from the bench A current judge of the Court of Chancery and a former justice of the Supreme Court in the State of Delaware, the most significant jurisdiction for corporate law in the United States, will address current trends in corporate law. Moderators James Griffin Weil Gotshal & Manges, Palo Alto Honorable Myron T Steele Potter Anderson & Corroon, Dover/ Wilmington; Liaison Officer - Judges Forum, IBA Professional Ethics Committee Speakers Honorable Jack B Jacobs Sidley Austin, Wilmington Honorable Joseph R Slights III Vice Chancellor, Delaware Court of Chancery, Wilmington Continuing Professional Development/Continuing Legal Education *The number of CPD/CLE hours available may vary depending on the rules applied by the members bar association/law society on time recording criteria. For conference delegates from jurisdictions where CPD/CLE is mandatory, the IBA will provide a Certificate of Attendance for the conference. Subject to CPD/CLE requirements, this can be used by conference delegates to obtain the relevant number of hours accreditation. A CPD/CLE Certificate of Attendance is available to conference delegates on request. Please ask at the IBA conference registration desk for information on how to obtain the certificate. The organisers may at any time, with or without giving notice, in their absolute discretion and without giving any reason, cancel or postpone the conference, change its venue or any of the other published particulars, or withdraw any invitation to attend. In any case, neither the organisers nor any of their officers, employees, agents, members or representatives shall be liable for any loss, liability, damage or expense suffered or incurred by any person, nor will they return any money paid to them in connection with the conference unless they are satisfied not only that the money in question remains under their control but also that the person who paid it has been unfairly prejudiced (as to which, decision shall be in their sole and unfettered discretion and, when announced, final and conclusive). Exhibitors Kindly supported by

5 Information Date 7 8 June 2016 Venue The Plaza Hotel 768 5th Avenue New York, NY United States Tel: +1 (212) Language All working sessions and conference materials will be in English. How to register Register online by Friday 28 May at conf704.aspx and make payment by credit card, to avail of the ten per cent online registration discount or complete the attached registration form and return it to Sophie Boudoc at the IBA together with your payment. You should receive ed confirmation of your registration within five days; if you do not then please contact Sophie Boudoc at sophie.boudoc@int-bar.org Fees Online registrations received: on or before until 6 May 28 May IBA member US$1,390 US$1,535 IBA corporate group member* US$1,045 US$1,150 Non-member** US$1,605 US$1,750 Young lawyers (under 30 years) US$1,045 US$1,750 Academics/judges (full-time) US$1,045 US$1,750 Public lawyers US$1,045 US$1,750 Corporate counsel US$1,250 US$1,750 After 28 May registrations must be received in hard copy at the IBA office. Hard copy registration forms and fees received: on or before after 6 May 6 May IBA member US$1,545 US$1,705 IBA corporate group member* US$1,160 US$1,280 Non-member** US$1,785 US$1,945 Young lawyers (under 30 years) US$1,160 US$1,945 Academics/judges (full-time) US$1,160 US$1,945 Public lawyers US$1,160 US$1,945 Corporate counsel US$1,390 US$1,945 *The IBA Corporate Group Member is a reduced rate offered to the in-house legal department of international corporations. This rate is only applicable if your company has a corporate group membership with the IBA. **By paying the non-member fee, we welcome you as a delegate member of the IBA for the year in which this conference is held, which entitles you to the following benefits: 1) Password access to certain parts of the IBA website. 2) Receipt of IBA E-news and access to online versions of IBA Global Insight. 3) Pay the member rate for any subsequent conference registrations for this calendar year. If you would like to become a full or general member of the IBA, which includes membership of one committee or more and inclusion in and access to our membership directory we encourage you to do so now in order to register for this conference at the member rate. Full details of how to join can be found at A reduced rate is offered to lawyers who are over the age of 65, have been an IBA member for more than 20 years and are no longer practising law. Fees include: Attendance at all working sessions Conference materials, including any available speakers papers submitted to the IBA before 20 May. Access to the above conference working materials from the IBA website ( approximately seven days prior to the conference Access to mobile delegate search application Lunch on Tuesday Tea and coffee during breaks Invitation to hosted Reception on Tuesday 7 June Please note that registrations are not transferable. List of participants In order for your name to appear in the list of participants, which will be distributed at the conference, your registration form must be received by 28 May at the latest. Mobile delegate search application All registered delegates will receive a printed list of participants at the conference, however delegates are now also able to use the mobile delegate search. This application has been developed to aid networking by giving delegates instant access to an up-to-date list of their fellow attendees, and comes with the added benefit of a built-in messaging service. All registered delegates with an internet or Wi-Fi-enabled device will have access, using their IBA username and password. Simply visit: m.ibanet.org/conf704 Registration confirmation All documentation regarding your attendance at the conference can now be obtained from the IBA website. Upon receipt of your payment for the conference a confirmation will be sent containing instructions on how to download the documents. Registration confirmation will not be distributed by post. Photography and filming Certain sessions and/or social functions may be photographed and/or filmed and some of this content may be used for future IBA marketing materials, member communications, products or services. Should you have any concerns with regard to this, or do not wish to be featured in any of these materials please contact the IBA Marketing Department at ibamarketing@int-bar.org. Promotional literature Please note that no individual or organisation may display or distribute publicity material or other printed matter during the conference, unless by prior arrangement with the IBA. Organisations and companies wishing to discuss promotional opportunities should contact the Sponsorship Department at the IBA at sponsorship@int-bar.org. Full payment must be received in order to process your registration.

6 Payment of registration fees US dollars: by cheque drawn on a US bank and in favour of the International Bar Association. Please send to: 4th Floor, 10 St Bride Street, London EC4A 4AD, United Kingdom. OR by bank transfer to the IBA account number: (Sort Code ) at the National Westminster Bank, St James s & Piccadilly Branch, 208 Piccadilly, London W1A 2DG, United Kingdom. SWIFT address NWBKGB2L, IBAN GB55NWBK Please ensure that a copy of the bank transfer details is attached to your registration form. Pounds sterling: by cheque converted at the current rate of exchange and drawn on a UK bank and in favour of the International Bar Association. Please send to: 4th Floor, 10 St Bride Street, London EC4A 4AD, United Kingdom. OR by bank transfer to the IBA account number: (Sort Code ) at the National Westminster Bank, St James s & Piccadilly Branch, 208 Piccadilly, London W1A 2DG, United Kingdom or SWIFT address NWBKGB2L, IBAN GB05NWBK Please ensure that a copy of the bank transfer details is attached to your registration form. Use the exchange rate prevailing at the time of registration. Euro: by cheque or bank draft, drawn on a euro zone bank and converted at the current rate of exchange and in favour of the International Bar Association. OR by bank transfer to the IBA bank account number 550/00/ (Sort Code ) at the National Westminster Bank, St James s & Piccadilly Branch, 208 Piccadilly, London W1A 2DG, United Kingdom or SWIFT address NWBKGB2L, IBAN GB58NWBK Please ensure that a copy of the bank transfer details is attached to your registration form. Credit card payments: by Visa, MasterCard or American Express. No other cards are accepted. PLEASE ENSURE THAT YOUR NAME AND [CON704NY] APPEAR ON ANY TRANSFER OR DRAFT. No deductions or withholdings All fees payable to us by you in accordance with the terms contained in this Information section shall be paid free and clear of all deductions or withholdings whatsoever. If any deductions or withholdings are required by law to be made from any fees payable to us by you under the terms contained in this Information section you shall pay such sum as will, after the deduction or withholding has been made, leave us with the same amount as we would have been entitled to receive in the absence of any such requirement to make a deduction or withholding. If we obtain the benefit of any tax credit or other relief by reference to any such deductions or withholdings, then we shall repay to you such amount as, after such repayment has been made, will leave us in no worse position than we would have been had no such deductions or withholdings been required. Conference sell-outs The IBA places its conference in venues of a suitable size for the event; however there are times when our conferences may sell out. Should this happen, prospective delegates will be informed and a waiting list will operate. The waiting list will function on a first come, first served basis, subject to receiving registered delegate cancellations. The IBA will not be liable for any travel or accommodation expenses incurred by an individual who travels to the conference without a confirmed place at the event. Use the exchange rate prevailing at the time of registration. Cancellation of registration If cancellation is received in writing at the IBA office by Friday 13 May, fees will be refunded less a 25 per cent administration charge. We regret that no refunds can be made after this date. Registrations received after 13 May will not be eligible for any refund of registration fees. Provided you have cancelled your registration to attend an IBA conference in accordance with the terms of the cancellation of registration clause included in the Information section of the relevant conference programme, you must then confirm to us in writing at the IBA office as soon as possible but in no event later than one year (12 calendar months) from the date of any such conference all necessary details to enable any reimbursement owed to you to be paid. We regret that no refunds will be made after the date that is one year (12 calendar months) after the date of the relevant conference. Travel arrangements and visas Participants are responsible for making their own travel arrangements. It is recommended that you check your visa requirements with your local embassy or consulate. We are unable to dispatch visa invitation letters to support your visa application prior to receipt of your registration form and full payment of registration fees. Please apply for your visa in good time. Hotel accommodation A limited number of rooms have been reserved at the Plaza Hotel for the nights of 5 8 June inclusive: The Plaza Hotel 768 5th Avenue New York, NY United States Tel: +1 (212) (reservations) Tel : (global reservations centre) The following rates are per room, per night and exclusive of breakfast, room tax (14.75 per cent) and occupancy tax. Single/double room: US$475 To make a reservation Tel +1 (212) quoting International Bar Association Conference to avail of the group rate. Or book online using the IBA s personalised group web page address: The hotel requires a credit card number to secure your reservation. Cancellation and no-show policy Cancellations received at The Plaza Hotel 24 hours prior to your scheduled arrival will not incur a penalty. No-shows and any cancellations received after this time will be charged a one-night cancellation penalty to be charged to the individual guest s credit card given at the time of booking. Please note that any reservation made after 15 May will be subject to availability and cannot be guaranteed at the special IBA rate. As a limited number of rooms have been blocked at the hotel, availability cannot be guaranteed once the room block is full. Delegates are responsible for making accommodation reservations directly with the hotel and entering into an agreement with the hotel regarding credit card guarantees, cancellation terms and conditions, and room rates (should these differ from the special IBA rate). The IBA cannot accept responsibility for hotel accommodation disputes between a delegate and the hotel. Disabled access The Plaza Hotel is wheelchair accessible. Please notify us if you require special assistance.

7 Registration form 15th Annual International Mergers and Acquisitions Conference 7 8 June 2016, The Plaza Hotel, New York, USA Please read the Information section before completing this form and return it together with your payment to Sophie Boudoc at the address overleaf. Personal details (Please attach your business card or write in block capitals) Title Given name Family name Name and country to be shown on badge (if different from above) IBA membership number (if applicable) Date of birth Firm/company/organisation Address Tel Fax Special dietary requirements TO OBTAIN A TEN PER CENT DISCOUNT ON THE FEES BELOW, PLEASE REGISTER BY 28 MAY ONLINE AT IBA MEMBERS CAN REGISTER ONLINE BY 6 MAY FOR US$1,390 PLEASE SEE INFORMATION FOR FURTHER ONLINE REGISTRATION DETAILS. Hard copy registration forms and fees received: on or before 6 May after 6 May amount payable IBA member US$1,545 US$1,705 US$ IBA corporate group member* US$1,160 US$1,280 US$ Non-member** US$1,785 US$1,945 US$ Young lawyers (under 30 years) US$1,160 US$1,945 US$ Academics/judges (full-time) US$1,160 US$1,945 US$ Public lawyers US$1,160 US$1,945 US$ Corporate counsel US$1,390 US$1,945 US$ TOTAL AMOUNT PAYABLE US$ A REDUCED RATE IS OFFERED TO LAWYERS WHO ARE OVER THE AGE OF 65, HAVE BEEN AN IBA MEMBER FOR MORE THAN 20 YEARS AND ARE NO LONGER PRACTISING LAW. PLEASE CONTACT THE IBA OFFICE FOR FURTHER INFORMATION. *THE IBA CORPORATE GROUP MEMBER IS A REDUCED RATE OFFERED TO THE IN-HOUSE LEGAL DEPARTMENT OF INTERNATIONAL CORPORATIONS. THIS RATE IS ONLY APPLICABLE IF YOUR COMPANY HAS A CORPORATE GROUP MEMBERSHIP WITH THE IBA. **JOIN THE IBA TODAY AND REGISTER FOR THIS CONFERENCE AT THE IBA MEMBER RATE. PLEASE FIND THE MEMBERSHIP APPLICATION FORM AT FULL PAYMENT MUST BE RECEIVED IN ORDER TO PROCESS YOUR REGISTRATION. PLEASE NOTE THAT REGISTRATIONS ARE NOT TRANSFERABLE.

8 Payment details I enclose a cheque/bank draft made payable to the IBA for the total amount payable. I have transferred to the IBA bank account the total amount payable and have attached a copy of the bank transfer details. Please charge the total amount due to my (delete as appropriate) Visa/MasterCard/American Express. Other cards are not accepted. Card number Start date Expiry date Name of cardholder Signature Date Where did you first hear about this conference? IBA CONFERENCE OTHER CONFERENCE DIRECT MAIL INTERNET ADVERTISEMENT EDITORIAL RECOMMENDATION OTHER Please provide further details, quoting code (if applicable) IBA listings are provided to relevant third parties for marketing purposes. The IBA will treat your personal information with the utmost respect and in accordance with UK data privacy laws. If you are agreeable to passing on your details, please tick this box If you do not wish to receive IBA information and materials, please tick this box Your details will however be included in the list of participants. Please send the completed form to: International Bar Association Sophie Boudoc 4th Floor, 10 St Bride Street, London EC4A 4AD, United Kingdom Tel: +44 (0) Fax: +44 (0) sophie.boudoc@int-bar.org For office use only Payment Banked Processed

9 ANNUAL CONFERENCE OF THE INTERNATIONAL BAR ASSOCIATION WASHINGTON MARRIOTT WARDMAN PARK, WASHINGTON DC, USA The 2016 IBA Annual Conference will be held in Washington DC, home to the federal government of the USA and the three branches of US government Congress, the President and the Supreme Court. Washington DC is also an important centre for international organisations and is home to the International Monetary Fund and the World Bank. As well as being the political centre of the USA, Washington DC is home to some spectacular museums and iconic monuments clustered around the National Mall. Washington DC will give the 2016 IBA Annual Conference the perfect blend of opportunities for business, cultural exploration and to develop a unique set of new contacts. This mix makes Washington DC an ideal location for the world s leading conference for international lawyers. WHAT WILL WASHINGTON DC 2016 OFFER YOU? Access to the world s best networking and business development event for lawyers with over 6,000 lawyers and legal professionals attending from around the world Up-to-date knowledge of the key developments in your area of the law with nearly 200 working sessions covering all areas of practice The opportunity to generate new business with the leading firms from around the globe Up to 25 hours of continuing legal education and continuing professional development A variety of social functions providing ample opportunity to network and see the city s famous sights FOR MORE INFORMATION OR TO BOOK: Visit: REGISTER BEFORE 1 JULY 2016 TO RECEIVE EARLY REGISTRATION DISCOUNTS OFFICIAL CORPORATE SUPPORTERS

10 The International Bar Association s Human Rights Institute The International Bar Association s Human Rights Institute (IBAHRI), established in 1995, works to promote and protect human rights and the independence of the legal profession worldwide. The IBAHRI undertakes training for lawyers and judges, capacity-building programmes with bar associations and law societies, and conducts high-level fact-finding missions and trial observations. The IBAHRI liaises closely with international and regional human rights organisations, producing news releases and publications to highlight issues of concern to worldwide media. All IBAHRI activities are funded by grants and individual donations. International Bar Association s Human Rights Institute Annual Review 2015 To help support our projects, become a member for just 40 a year less than 4 a month. Visit for more information, and click join to become a member. Alternatively, us at hri@int-bar.org. To read more on IBAHRI activities, download the IBAHRI Annual Review 2015 at Our work around the world Work carried out in 2015 Work carried out prior to 2015 /IBAhumanrights

11 New IBA Directory App available from the App Store and the Google Play Store The IBA has always been a networking organisation; now the network is also available as an App in the Apple Store and for Android in the Google Play Store. With the new IBA Directory App you can search for IBA members by name, city, country, committee or area of practice and make contact via . You can also upload a photo and write a short biography so make sure your areas of practice are accurately represented to ensure that you are connecting to the right people. Simply download the App (search for International Bar Association and download the IBA Members Directory) via the Apple App Store or Google Play Store Login with your IBA membership user ID and password Search the full IBA Member Directory or update your My IBA profile Don t let valuable contacts pass you by, update your profile today!

12 International Bar Association the global voice of the legal profession The International Bar Association (IBA), established in 1947, is the world s leading organisation of international legal practitioners, bar associations, law firms and law societies. The IBA influences the development of international law reform and shapes the future of the legal profession throughout the world. It has a membership of more than 80,000 individual lawyers and more than 190 bar associations and law societies spanning over 160 countries. Corporate and M&A Law Committee overview Corporate law is central to every modern economy, whether developed or developing. Internationalisation and globalisation of economic activity make corporate law and mergers and acquisitions issues central to the practice of business law. Advert space The Corporate and M&A Law Committee aspires to be the leading global forum for the education, exchange of know-how and networking of corporate, corporate compliance, private equity and M&A practitioners around the world. Additionally, the Corporate and M&A Law Committee works with Closely Held and Growing Business Enterprises Committee and the Corporate Social Responsibility Committee to form the Corporate Law Section. In order to enhance focus on special areas of interest within corporate and M&A law, the Committee has created the following subcommittees: Current Legal Developments Subcommittee Private Equity Subcommittee Corporate Governance Subcommittee IBA North American Regional Forum overview The IBA s North American Forum brings together North American lawyers who share many concerns and interests and a common perspective in many areas. These include (i) North American business law issues in core areas of corporate commercial and financial law such as banking, finance, securities, M&A, corporate, restructuring; (ii) trade issues like NAFTA, foreign investment, competition; (iii) issues in key industrial and business sectors in North America such as automotive, high-tech, medical, pharmaceutical, telecom, agri-business, mining, energy, and other natural resources; international tax issues; and (v) litigation and dispute resolution, including class action proceedings. Contact information International Bar Association 4th Floor, 10 St Bride Street London EC4A 4AD, United Kingdom Tel: +44 (0) Fax: +44 (0) member@int-bar.org

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