Mergers & Acquisitions / Acquisitions & Disposals Conference

in Houston, Texas, USA

Doubletree Downtown Hotel
400 Dallas St.
Houston, TX 77002

Online registration is closed. Please bring your completed registration form to the door. 

Past Event

Credits:MCLE Credit will be available

Overview

Building on the success of last year’s first M&A/A&D conference, co-chairs Harry Sullivan and Debra Villarreal are planning to move matters up a notch this year with a one-day more advanced M&A conference. Planned topics for 2015 include:

  • The dangers of preliminary agreements
  • Confidentiality agreements revisited
  • Remedies for a failed deal
  • Acquisition via joint venture
  • Ethics in M&A

This conference will be of interest to both in-house and external lawyers and negotiators at all levels of experience who practice in mergers, acquisitions and disposals of corporate entities and assets.

Download the Brochure (pdf)

For more details, download the online brochure.

Tuition

  • $435 / $495 - Regular registration fee
  • $345 / $395 - IEL Advisory Board Member
  • $345 / $395 - IEL Supporting or Sustaining Member Employee
  • $345 / $395 - CAIL Member or Member Employee
  • $125 / $125 - Full-time Student
  • $125 / $125 - Full-time Professor

Schedule and Faculty

7:30 am


Registration opens

8:30 am


Welcome, Overview and Introductions

Conference Co-Chairs

  • Harry W. Sullivan, Jr., International Energy Attorney, Kosmos Energy, Dallas, Texas
  • Debra Villarreal, Thompson & Knight LLP, Dallas, Texas

8:45 am


Confidentiality Agreements Revisited: M&A Trends and Nuances

This session will go beyond the analysis of traditional confidentiality agreement clauses to focus on customizations and variations typically seen in different M&A transactions. Our speaker will also cover examples of clauses aiming to broaden the scope of confidentiality agreements, including restrictive covenants such as of non-compete, non-circumvention and non-solicitation clauses.

  • Felipe Alice, Morgan, Lewis & Bockius LLP, Houston, Texas

9:30 am


The Dangers of Preliminary Agreements – the Enterprise/ETP Verdict

A review of the facts, circumstances, and law that led a jury to find that Enterprise Product Partners and Energy Transfer Partners had formed a partnership notwithstanding the absence of a written partnership agreement.  And a discussion of “best practices” in drafting letters of intent and other “preliminary” documents. 

  • Stephen B. Crain, Bracewell & Giuliani LLP, Houston, Texas

10:15 am


Break

10:30 am


When the Deal Doesn't Close: Rights and Remedies for a Failed Deal

This session will examine the various issues involved with unwinding a deal in the event closing does not occur, including the rights and remedies of each party. Our speaker will focus on the use of performance deposits, agreed events of termination, default and recourse in financed acquisitions. Issues surrounding the certainty of closing (e.g., debt and equity commitment letters, letters of credit and the bringing down of representations) will also be discussed.

  • Anthony Speier, Kirkland & Ellis LLP, Houston, Texas

11:15 am


Midstream Acquisition Negotiations: Perspectives from across the Table

Highly negotiated and material provisions in midstream purchase agreements will serve as the center of this presentation. The panelists will present both the seller’s and buyer’s points of view through sample clauses and negotiation insights.

  • Jolisa M. Dobbs, Gaye White, and Arthur J. Wright, Thompson & Knight LLP, Dallas, Texas

12:00-1:45 pm


Lunch

12:45-1:30 pm


What’s a Reasonable Price for Oil?

  • Keith King, Moyes & Co., Houston, Texas

1:45 pm


Acquiring Upstream Assets via Joint Venture Transactions

This presentation will focus on acquiring U.S. upstream oil and gas assets through transactions other than traditional purchase and sale agreements, such as joint exploration and development agreements and multi-well farmout and participation agreements. It will include discussions of certain deal structures, key negotiating points, carried interests, AMI issues, exit strategies, title and due diligence issues, and several relevant current and emerging legal issues and developments.

  • Michael J. Byrd, Akin Gump Strauss Hauer & Feld LLP, Houston, Texas

2:30 pm


The Role of the Environmental Attorney in Oil and Gas Transactions

From the first confidentiality agreement to the letter of intent and asset or stock purchase agreement, and throughout due diligence, the environmental attorney as a critical role in helping to manage the risk to either the buyer or seller in an oil and gas transaction. The presentation will describe the various aspects of the transaction which define that role, provide important drafting strategies for the agreements, and explain the scope of effective environmental diligence. Finally, the presentation will describe regulatory programs and best practices that can leverage due diligence through steps taken after closing to limit or eliminate environmental liability.

  • James C. Morriss III, Thompson & Knight LLP, Austin, Texas

3:15 pm


Break

3:30 pm


Alternative Funding Sources for Oil & Gas Drilling

As traditional financing becomes unavailable in the face of low oil prices, hedge funds and other alternative asset investors can be attractive sources of capital for oil and gas companies. The ability to offer royalty interest and other financing structures unique to oil and gas assets puts companies in a better position compared to other industries. This session will discuss how Wall Street investors could enable companies to fund drilling and other activities.

  • Isaac Griesbaum, Jones Day, Houston, Texas
  • Omar Samji, Jones Day, Houston, Texas

4:15 pm


Ethics Topic – Too Many Entities

The structuring of many deals involves the creation of multiple different entities, and that in turn raises potential conflict of interest and litigation issues. Our speaker will consider the ethical questions arising in multiple entity deals, particularly who is the client, and who owns the privileges.

  • Thomas H. Watkins, Husch Blackwell LLP, Austin, Texas

5:00 pm


Networking Reception

CLE Credit

MCLE Credit

This program is approved by the State Bar of Texas for a total of 6.75 hours, including .75 hour of ethics. Course ID Number: 901312214. Credit hours for other states will vary and are subject to each state’s approval and credit rounding rules.

For this conference, IEL will directly apply (if requested) for course accreditation in the following states: California, Minnesota, New Mexico, Ohio, Oklahoma, Pennsylvania, Texas and Virginia. Some of these states may not approve a program for credit hours before the program occurs. Attorneys may be eligible to receive CLE credit through reciprocity or attorney self-submission in other states. IEL conferences are typically accredited by all mandatory CLE states.

Hotel Information

The cost of housing is not included in tuition. However, rooms (in limited number) have been reserved at the Doubletree Downtown Hotel, 400 Dallas St., Houston, TX 77002. Registrants should call 1.800.245.4378 and advise them they are attending the "Mergers & Acquisitions Conference" to receive a reduced room rate of $159 + occupancy tax. The last day to obtain this special rate is April 5, 2015.

BOOK HOTEL ONLINE

Sponsorship Opportunities

Hosted Luncheon - $2,500 each

  • Recognition in the Conference online brochure, which will be emailed to several thousand interested counsel and business leaders and will reach many thousands more through web announcements.
  • Company/firm logo prominently displayed in the Conference brochure and final program.
  • Recognition on the Conference website
  • Recognition at the Luncheon
  • 1 complimentary registrant at the Conference
  • Up to 2 complimentary guests for the luncheon
  • An opportunity to display company/firm materials at the event or at the conference.

Networking Reception - $2,000 each

  • Recognition in the Conference online brochure, which will be emailed to several thousand interested counsel and business leaders and will reach many thousands more through web announcements.
  • Company/firm logo prominently displayed in the Conference brochure and final program.
  • Recognition on the Conference website
  • Recognition at the Reception
  • 1 complimentary registrant at the Conference
  • An opportunity to display company/firm materials at the event or at the conference.

Exhibitor - $1,500 each
(Non-law Firms only)

  • Space to display company/firm materials at the conference.
  • Name/logo on Conference website with link to company page

Canvas Bag - $2,500 each

  • Name/Logo on one side of canvas bag (ONLY 3 ALLOWED)
  • Recognition in the Conference online brochure, which will be emailed to several thousand interested counsel and business leaders and will reach many thousands more through web announcements.
  • Company/firm logo prominently displayed in the Conference brochure and final program.
  • An opportunity to display company/firm materials at the event or at the conference.

For more information about sponsorship opportunities, please contact Lilly Hogarth, IEL Project Manager at lhogarth@cailaw.org or +1 972 244 3424.

Other Information

Press Policy

All IEL conferences are held under the Chatham House Rule. Participants, including journalists, are free to use any information received, but comments may not be attributed to any speaker identifi ed by name or affiliation.

Nondiscriminatory Policy

The Center for American and International Law does not discriminate on the basis of race, color, sex, religion, national origin, age, disability, veteran status or any other protected status in educational activities, scholarship programs or admissions.

Registrar: +1.972.244.3404
IEL: +1.972.244.3424
Fax: +1.972.244.3401
E-Mail: iel@cailaw.org

Hosted Luncheon Sponsors

Networking Reception Sponsors

Canvas Bag Sponsors