June 2015 Committee Report for the M&A Committee

advertisement
M&A Committee Report – Page 1
AIPLA Committee Report and Work Plan
DATE: June 2, 2015
MEETING: AIPLA 2015 Annual Meeting
COMMITTEE NAME: Mergers and Acquisitions Committee
COMMITTEE LEADERSHIP: Carey C. Jordan – Chair, Chen Wang – Vice Chair
1. COMMITTEE’S OVERALL MISSION AS IT RELATES TO AIPLA’S VISION, MISSION, and VALUES
The Mergers and Acquisitions (M&A) committee serves to provide our members with knowledge about
this specialized transactional practice, keeping them informed in an ever-evolving legal environment.
Through various subcommittees within our committee, our committee fosters professional and
leadership development opportunities for our members. Through our efforts we seek to enrich the
diversity of our profession in which we practice, while responding to their personal and professional
needs
2. SUBCOMMITTEES
Our new subcommittees offer opportunities for members to get involved in the AIPLA.


Template Document Project – “Clause Bank” Subcommittee -- Chris Lewis (Ratner Prestia),
Subcommittee Chair
o This subcommittee needs volunteers to help to identify clauses to include in the clause
bank to provide boilerplate examples for referral. Contact Chris Lewis
(crlewis@ratnerprestia.com) if you are interested in helping with this project.
o This subcommittee is also working with the Licensing Committee on a forms and
template project.
Stated Meeting Planning Committee – Randi Karpinia (Motorola Solutions) and Carol ThorstadForsyth, Subcommittee Chairs.
o This subcommittee is in charge of planning programming for our committee meetings at
the stated AIPLA meetings.
o The program for the Annual Meeting will be “Beyond the 4 Corners: Understanding the
Impact of Choosing NY, Delaware, Texas, or California in Contracts.” We hope to have
other committees join us in offering this program.
DM_US 61687170-1.T11466.0010
M&A Committee Report – Page 2



IP in Mergers & Acquisitions Advanced Programming Committee – Jacqueline Daspit (CR Bard)
and Cecelia Vega (GE), Subcommittee Co-Chairs
o Our advanced programming subcommittee has been hard at work brainstorming
programming for webinars and potential roadshows. This subcommittee hopes to offer
a webinar to the AIPLA community on the transferability of IP and whether certain types
of IP can be split. This subcommittee is hoping to offer an M&A focused roadshow in
2016.
o This subcommittee is also working on a survey to be sent to our committee to
understand the needs of this committee with respect to substantive programming.
Force Majeure Subcommittee – Jeff Wolfson (Haynes & Boone) and Lacy Kolo (Squire PB),
Subcommittee Co-Chairs
o This subcommittee organized a DC local event, and is working to set up social media
connections for our committee members.
In-Between Meetings Subcommittee –Subcommittee Chair Needed To Organize Brown Bag
Lunch Committee Educational Conference Calls and Potential Content for Committee Newsletter
or Microsite – Contact Carey Jordan (ccjordan@mwe.com) or Chen Wang
(chen.wang@dupont.com) if you are interested.
3. COMMITTEE PROJECTS
a. Plans for stated meetings – Stated Meeting Subcommittee
i.
2015 Spring Meeting – Joint Meeting with the Trade Secret Law and Alternative Dispute
Resolution Committees (90 minutes of CLE Requested) addressing Trade Secret
Valuation Obligations, Risks, Rewards, and Resolutions. The speakers are Dean A.
Pelletier, Pelletier Law, LLC, Chicago, IL, Lori A. Johnson, Chamberlain Hrdlicka White
Williams & Aughtry, Atlanta, GA, and Donald W. Rupert, Marshall Gerstein Borun, LLP,
Chicago, IL.
ii.
Also at the Spring meeting, our committee is participation in one of the plenary sessions,
specifically Track 1—Corporate Practice: Deal or No Deal—What is the Worth of the IP
in Your Briefcase? Moderator: Carine M. Doyle, Monsanto Company, Chesterfield, MO.
Step into the Ring—Overview of IP Due Diligence - Jeffrey Wolfson, Haynes & Boone,
Washington, DC. The Phone Rings—TM and Patent Events During Mergers and
Acquisitions - Randi Karpinia, Motorola Solutions, Hypoluxo, FL. One More Thing Surprises and Valuation of IP Assets - Nancy Klembus, Kimberly-Clark Corp., Roswell, GA
iii.
2015 Annual Meeting – We will host a committee educational session with CLE and a
member social. The content of the educational session will be directed to the effect of
difference choice of law clauses (NY, Delaware, Texas, and California) on the meaning of
provisions in agreements. We are currently working to find speakers and other
committees interested in joining with us to host this education session.
iv.
2016 Mid-Winter Meeting – We will host a committee meeting and social. The content
of the meetings is being orchestrated by our Stated Meetings Subcommittee.
DM_US 61687170-1.T11466.0010
M&A Committee Report – Page 3
b. Plans for coordination between stated meetings – In-Between Meetings Subcommittee and
Advanced Programming Committee, and Force Majeure Subcommittee
We have three subcommittees working to provide programming between AIPLA stated meetings. First,
our new “In-Between Meetings” subcommittee is working to plan activities including regular brown-bag
luncheon teleconferences for hot topics and educational topics, a committee newsletter, and local
networking opportunities. We hope these will be live in 3rd or 4th quarter 2015.
Second, our new “Advanced Programming Subcommittee” is working to develop more involved
substantive programming to AIPLA members, e.g., a Road Show (1-day and half day) and/or webinars,
addressing issues important to M&A and IP and/or a Webinar (~1.5 hours). We hope to work toward an
offering in 4th quarter 2015 or 2016.
Our new Force Majeure is working to organize local events and stated meeting events to allow members
to network with each other. For example, an announcement has gone out to all members in the
DC/MD/VA region for a networking reception. This subcommittee is also evaluating the development of
a social media presence for the M&A committee, allowing our members to connect at their
convenience.
4. PUBLIC EDUCATION
As to public education, through our “Clause Bank” subcommittee lead by Chris Lewis, our committee is
working with the Licensing committee on a forms project to develop an M&A related clause bank of
precedential clauses members can access to use as starting points in transactional agreements.
5. MEMBER SERVICE
Our new “In-Between Meetings” subcommittee is working to offer regular informational brown-bag
luncheon teleconferences for hot topics and educational topics, a committee newsletter, and local
networking opportunities for our committee members.
6. PLANS FOR COMMUNICATION WITH THE COMMITTEE CLUSTERS/BOARD LIAISONS
We participate regularly in the committee cluster calls to facilitate joint opportunities and keep our
Board liaison informed of committee activities.
DM_US 61687170-1.T11466.0010
Download