M&A Committee Report – Page 3

AIPLA Committee Report and Work Plan

DATE: April 21, 2015 MEETING: AIPLA 2015 Spring 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.

·  In-Between Meetings Subcommittee – Adrienne Baker (Weil Gotshal), Subcommittee Chair

·  Template Document Project – “Clause Bank” Subcommittee -- Chris Lewis (Ratner Prestia), Subcommittee Chair

·  Stated Meeting Planning Committee – Randi Karpinia (Motorola Solutions), Subcommittee Chair

·  IP in Mergers & Acquisitions Advanced Programming Committee – Jacqueline Daspit (CR Bard) and Cecelia Vega (GE), Subcommittee Co-Chairs

·  Force Majeure Subcommittee – Jeff Wolfson (Haynes & Boone) and Lacy Kolo (Squire PB), Subcommittee Co-Chairs

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.

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 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 in mid-May. 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.

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