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Rick Alexander Moderates at 21st Annual Corporate Law Institute - Role and Issues Faced by Financial Advisors

April 2009

Wilmington, DE – April 7, 2009 – Morris Nichols corporate law and M&A partner Rick Alexander served as a faculty member and moderated the panel, Roles Played and Issues Faced by Financial Advisors in Today's Deals, at the Twenty-First Annual Corporate Law Institute at Tulane University Law School, New Orleans, April 2-3, 2009.  Over 200 attended this year’s Institute.

Joining Rick was co-moderator Eileen Nugent, Co-Head, Private Equity Group, Skadden, Arps, Slate, Meagher & Flom LLP, and panelists Honorable Henry DuPont Ridgely, Justice, Supreme Court of Delaware, Michele Anderson, Chief, Office of Mergers and Acquisitions, Securities and Exchange Commission, Gregory Williams, Richards, Layton & Finger PA, and Steven Koch, Vice Chairman & Co-chairman, Global Mergers & Acquisitions, Credit Suisse First Boston. 

Rick’s panel examined a number of the issues that surround the role of investment bankers in M&A transactions, from engagement through closing. Panelists discussed evolving economic terms of engagement letters, including “independence fees” and provisions for sharing termination fees, what constitutes an historical or current conflict for a banker, as well as what roles can create conflicts going forward (including participation in financing), and the role a banker can play in helping directors to meet their fiduciary duty to be fully informed and maximize value in a particular negotiating context. The panel also looked at disclosure issues that arise after a deal is signed, including proper disclosure of projections and engagement terms and will address the unique issues raised when a banker is engaged by a Special Committee.

The Corporate Law Institute is a two-day M&A and corporate law conference that takes place in downtown New Orleans every spring. Described by the Wall Street Journal as “the industry’s main conference,” it attracts the most high-profile lawyers and bankers from around the country, as well as judges, journalists, and others who follow the deal making world.


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