Navigating the M&A Sale Process
A Two-Part Series
February 19 / March 4, 2009
Time/Location: 7:30-10:30 AM | 1000 Marsh Road | Menlo Park, CA
Event Sponsor: Orrick, Herrington & Sutcliffe LLP 

Navigating the M&A Sale Process is a two-part series designed to provide practical insights for entrepreneurs, executives and VCs on how to prepare their companies for each stage of the M&A sale process.

Amidst the recent turmoil on Wall Street and the continuing challenges of accessing the public markets, the M&A sale process remains the most viable growth and liquidity alternative for many emerging companies. Given the fast-paced, all-consuming and disruptive nature of the M&A sale process, preparing your team for a successful outcome should begin well in advance of “a transaction arriving at your door-step.”

With a focus on providing real-world practical advice and take-home planning and reference materials, this series will provide you both a game plan for approaching the M&A sale process and the practical insights and perspectives of seasoned M&A deal professionals (including attorneys, investment bankers, venture capitalists and tax/accounting advisers), C-level executives who have lived through recent M&A sales and in-house deal teams from major serial acquirers.

Moderators:
Mark W. Seneca, Partner, Orrick, Herrington & Sutcliffe LLP
Tricia Salinero, Managing Director, Newforth Partners LLC
Tim Miller, Vice President (Financial Markets), The 451 Group

Session 1: February 19, 2009 – Let’s Make A Deal

This session first provide an overview of the current M&A landscape and then address various topics pertaining to the M&A sale process, including:

• how periodic corporate maintenance, pursuing simple IP protection strategies and properly structuring your financings and employee compensation arrangements can make your company a more attractive target;
• how picking your outside transaction team of bankers, lawyers and accountants can help or hinder your process;
• how to protect your confidential information through effective NDAs;
• how to negotiate a letter of intent;
• how to prepare your board to satisfy its fiduciary duties in the process;
• alternative deal structures;
• typical timetables and gating items; and
• risk allocation trade-offs in negotiating deal terms and definitive agreements.  

This session also includes a lively discussion of war stories and lessons learned from C-level executives whose companies were recently sold.

Moderators:
Mark W. Seneca, Partner, Orrick, Herrington & Sutcliffe LLP
Tricia Salinero, Managing Director, Newforth Partners LLC

Panelists:
John Brogan, Partner, Burr, Pilger & Mayer, LLP
Glenn R. Daniel, Managing Director, Houlihan Lokey
David Smith, CEO, Tynax, Inc.
Mark Vogel, Managing Director, Shareholder Representative Services, LLC

Session 2: March 4, 2009 – The Real Deal: Serial Acquirers Flash Open Their Kimonos

This second session showcases a panel of business development professionals and in-house counsel from some of the most active serial acquirers in the Silicon Valley and beyond to provide you a glimpse into their philosophies and practices for approaching the M&A sale process, including how they identify target technologies, initiate discussions, conduct diligence, and negotiate and consummate transactions. In short, hear perspectives on best practices and pitfalls from potential buyers of your company.

Panelists:
Jeff Russakow, Vice President of Global Strategies & Solutions, Symantec Corporation  
Pete Bodine, Managing Director, Allegis Capital 
Mark Westover, VP, Corporate Development, Sybase, Inc.
Dave Sobota, Director of Corporate Development, Google Inc.

Agenda For Each Session:
Registration and Breakfast: 7:30 - 8:00 AM
Panel Sessions: 8:00 – 10:00 AM
Networking and Q&A: 10:00 - 10:30 AM

Registration:
$75 VC Taskforce Members; $85 Affiliate Members;
$125 Non VC Taskforce Members
(If space is available, door registration is an additional $10)

Two Part Series: $120 VC Taskforce Members;
$195 Non VC Taskforce Members