Covid-19 has transformed the style of campaigns activists employ at middle market companies – but insurgencies continue unabated. Smaller capitalization businesses continue to come under fire from a wide variety of activists. Companies are finding themselves in the crosshairs of campaigns targeting executive pay and performance, governance and PIPE financing deals, and many middle market companies have recently instituted two-tier poison pills in hopes of discouraging activists and hostile bidders. This panel will review the changing tactics of insurgent managers at smaller capitalization companies facing coronavirus-driven headwinds.

Moderator: Ronald Orol, Senior Editor, The Deal

Panelist: Ben Axler, Founder & Chief Investment Officer, Spruce Point Capital Management

Panelist: James Mitarotonda, Chairman, President and Chief Executive Officer, Barington Capital Group

Panelist: Jeffrey Pierce, Managing Partner, Snow Park Capital Partners

Panelist: James Rasteh, Partner and CIO, Coast Capital Management

As companies recover and rebound from Covid-19, how do dealmakers manage the process of identifying noncore assets and bringing them to market? What roadblocks are faced in the process of acquiring such assets, and what challenges face corporates looking to sell? How are corporations looking at noncore assets as capital becomes tougher to acquire? On the other side of the table, what opportunities do divestitures give private equity firms and other bidders?

Moderator: Chris Nolter, Senior Writer, The Deal

Panelist: Ross Gatlin, CEO and Managing Partner, Prophet Equity

Panelist: KJ McConnell, Principal, GTCR

Panelist: Barrett Popst, Managing Director, Grant Thornton

Panelist: Suzanne Yoon, Founder and Managing Partner, Kinzie Capital Partners

AMN Healthcare Services, Inc. is the nation’s leading innovator in healthcare talent solutions and staffing services. In January, in a $475 million deal, they acquired Stratus Video, a provider of video remote language interpretation services for the healthcare industry. The acquisition was meant to diversify AMN’s business and position themselves for a downturn, but shortly after the deal closed Covid-19 hit and the healthcare industry found themselves on the front lines of the pandemic. AMN pivoted and used the platform to roll out new and different services through telehealth, coupled with their 2019 acquisition of Advanced Medical they found themselves expanding outside of healthcare and into school systems as well. Ms. Jackson will discuss how AMN was able to diversify and create additional opportunities in this unique situation.

Interviewer: David Marcus, Senior Writer, The Deal

Speaker: Denise Jackson, Chief Legal Officer & Corporate Secretary, AMN Healthcare

Typically, dealmakers view add-on or bolt-on deals in two categories: same products, new markets or new products, same markets. Each style of dealmaking carries its own challenges. Expanding into new geographies through deals poses regulatory, cultural and financial roadblocks. At the same time, adding new products also poses its own challenges in sales integration, systems and staffing. What challenges are posed in due diligence in cementing an innovative deal, and how do dealmakers maneuver through those issues?

Moderator: Tom Terrarosa, M&A Reporter, The Deal

Panelist: Brad Armstrong, Partner, Lovell Minnick

Panelist: Tiffany Kosch, Managing Director, CenterGate Capital

Panelist: Angie Wirick, Vice President, Finance, AtriCure, Inc.

This past November, Dean Foods initiated voluntary Chapter 11 reorganization proceedings with the intention of using the process to protect and support its ongoing business operations, address debt and unfunded pension obligations, while working toward a sale of the company. Kristy Waterman will discuss the challenges they faced while navigating a bankruptcy and complicated restructuring process featuring five separate deals all in the middle of the global Covid-19 crisis.

Interviewer: Steve Gelsi, Senior Reporter, The Deal

Speaker: Kristy N. Waterman, Senior Vice President, General Counsel and Chief Administrative Officer, DFA Dairy Brands

Over 35 large companies have issued corporate statements condemning institutionalized racism and pledging to clean their own houses. But, in many cases, these same companies have already been running diversity and inclusion programs for over 20 years. Meanwhile, less than 1% of Fortune 500 CEOs are Black, less than 4% of Russell 3000 directors are Black and the wage gap for Black Americans in 2019 is worse than it was in 2000. The landscape is somewhat better in the Fortune 100 but are still not stellar. How are corporations meant to deliver on diversity and inclusion promises to “do better”, and why should corporations care? Ms. Somalya will discuss her views on how diversity effects innovation and productivity, and the Business Roundtable statements on the purpose of the corporation.

Interviewer: Armie Lee, Writer, The Deal

Speaker: Saema Somalya, Senior Vice President, Deputy General Counsel, Fifth Third Bancorp

As the world leader in Animal Health, Zoetis must continually shape its strategy to address how the world cares for pets and farm animals in this $40 billion market. Abhay Nayak, Head of Global Strategy, Commercial Development and Customer Experience for Zoetis, leads the company’s planning around internal and external investments that can re-define its innovative portfolio of medicines, vaccines and digital technology for animal care. Hear Abhay discuss many of the market trends that make animal health an exciting and forward-looking industry; people’s increasing passion for pet health and wellness; the role that sustainability plays in Zoetis’ business strategy; and new innovations in diagnostics, data analytics and precision livestock farming that are creating more individualized and efficient models for pet care and protein production.

Interviewer: Steve Gelsi, Senior Reporter, The Deal

Speaker: Abhay Nayak, Head of Global Strategy, Commercial Development and Customer Experience, Zoetis

With worldwide travel and connectivity disrupted by the coronavirus, how has the market changed for cross-border deals? How are multinational companies looking at aspirations in foreign markets and growth plans abroad? Has the art of cross-border deals changed following Covid-19? How are PE firms, which still have record amounts of dry powder, finding deals in new markets, and how are they navigating these processes in a new world?

Moderator: Lisa Botter, Assistant Managing Editor, The Deal

Panelist: Andrew Dunn, Managing Director, One Equity Partners

Panelist: Paul Humphreys, Partner, Corporate and M&A, Freshfields

As a result of the current market environment, investors seeking acquisitions of distressed or bankrupt businesses or assets may be faced with navigating the distressed sale process. These transactions can be particularly complex and require specialized knowledge. This session will cover the investor considerations for distressed acquisitions.

Moderator: Steve Gelsi, Senior Reporter, The Deal

Panelist: Vin Batra, Managing Director, Configure Partners

Panelist: Ryan Maupin, Principal, Grant Thornton

Eco-friendly, socially conscious and pro-governance investments have been hailed recently with a surge in focus on ESG initiatives. But sustainability and profitability don’t always go hand in hand. How can dealmakers balance sustainable investments with profits and long-term growth? How do companies plan for future growth but also stay prepared for shorter-term issues? What are the biggest challenges facing companies making a pivot to more sustainable practices, be it in manufacturing, operations or dealmaking?

Moderator: Ronald Orol, Senior Editor, The Deal

Panelist: Ali Dibadj, Partner, AllianceBernstein

Panelist: Daniel Hanson, Chief Investment Officer, Ivy Investment Management Company

Panelist: Pamela Marcogliese, Partner, Corporate and M&A, Freshfields

Panelist: Matthew Vaughn, Senior Vice President and General Counsel, Par Pacific Holdings, Inc.

Panelist: Lauren Taylor Wolfe, Managing Partner, Impactive Capital

Jacobs has undergone a remarkable transformation over the last several years, driven by both the reinvigoration and shaping of its culture as well as portfolio change through significant acquisition and divestiture. In this session, Mr. Goldfarb will discuss the key elements and lessons learned from this outstanding transformation.

Interviewer: Steve Gelsi, Senior Reporter, The Deal

Speaker: Jeff Goldfarb, Senior Vice President, Corporate Development, Jacobs

Rick Hansen will give a window into the boardroom and discuss how boards engage in a time of crisis. How do company executives and directors engage regarding crisis management, M&A activity, governance, strategic investments and tactical decisions in an adverse environment? Boards must also consider what is important to investors in the context of these issues, and how investor feedback informs important decisions made inside the boardroom. Mr. Hansen will also explore ESG (Environmental, Social and Governance) initiatives in the framework of M&A and strategic activities and discuss General Motors’ response to the Covid-19 pandemic.

Interviewer: David Marcus, Senior Writer, The Deal

Speaker: Rick E. Hansen, Asst. General Counsel & Corporate Secretary, General Motors Company

A sellers’ market turned at the drop of a hat for dealmakers, as capital or serial acquirers were pulled into conserving business operations, employment levels and communication among employees. With valuations coming off lows, how should dealmakers view the market? Is it time to be an opportunistic buyer or conserve capital to make sure you can weather the next downturn? How has the pandemic effected the secondaries market, as buyers are waiting for Q2 valuations? For deals that are getting done, what are the main motivations for those sales, and what are owners expecting from the market?

Moderator: Chris Nolter, Senior Writer, The Deal

Panelist: Sean Alford, Senior Vice President, Corporate Development, J2 Global

Panelist: Tim Frehner, Principal, Corporate Value Consulting, Grant Thornton

Panelist: Priya Pradhan Karkar, Vice President, Business Development, Kline Hill Partners

Tom Kerr, Managing Director, Global Head of Secondaries, Hamilton Lane

Panelist: Patrick N.W. Turner, Managing Director, VSS

Valuations and sales of many companies in healthcare are in waiting as elective and nonessential surgeries and healthcare procedures remain on hold. The attention has shifted to the burgeoning stay-at-home healthcare industry, more specifically the digital stay-at-home healthcare industry, where companies that offer in-home and remote services are growing, garnering high valuations and receiving investments to keep up with demand. What does the future of healthcare look like, and how are industries such as cybersecurity, payment technology and automation playing a role in the new face of healthcare?

Moderator: Armie Lee, Writer, The Deal

Panelist: Daniel Haders, Managing Director, Digital Health, Nex Cubed

Panelist: Lenard Marcus, General Partner, Edison Partners

Panelist: Pete Stevenson, President & COO, eCare21, Inc.