Shareholder Activism

Unlocking Shareholder Value

JANUARY 25, 2018
TIME WARNER CENTER
10 ON THE PARK
60 COLUMBUS CIRCLE
NEW YORK, NY

AGENDA

The Skytop Strategies team is dedicated to crafting thought provoking
agendas that are diverse, not only in areas of thought and experience,
but in the broad range of attending speakers.

time JANUARY 24: PRE-CONFERENCE WORKSHOP – INVITATION ONLY

MANAGING AN ACTIVIST ENGAGEMENT FROM THE ISSUER PERSPECTIVE

Time JANUARY 25: SHAREHOLDER ACTIVISM CONFERENCE / Agenda
7:45-8:15 AM Registration and Networking Breakfast
8:15 Welcoming Remarks
Christopher P. Skroupa, Founder and Chief Executive Officer, Skytop Strategies
8:15-8:50 Opening Discussion
Activists on Top: Is the Old Guard the New Guard?
Moderator:

Matthew Sherman, President, Joele Frank
Panelists:
Andrew Freedman, Partner and Co-Chair, Shareholder Activism Practice, Olshan Frome Wolosky
Jonathan Litt, Founder and Chief Executive Officer, Land & Buildings
Jim Rossman, Managing Director, Head of Corporate Preparedness, Lazard
8:50-9:30 Board Panel
The Board Perspective: How Boards View Defense
Moderator:
David Katz, Partner, Wachtell, Lipton, Rosen & Katz
Panelists:
Charles A. Koons, Managing Director – Activism & Contested Situations, Morrow Sodali
Tom Manning, Lead Director, Dun & Bradstreet, and Board Director, CommScope and Clear Media Ltd.
Stefan M. Selig, Managing Partner, BridgePark Advisors LLC
9:30-9:40 Around the World: Institutional Investor Viewpoints by the Numbers
Presenter:

Jonathan Doorley, Partner, Brunswick Group
9:40-10:20 Panel Discussion
Attack on Shareholder Rights: Recent Actions by the Courts, Congress and the White House

Moderator:
Charles Elson, Director, John L. Weinberg Center for Corporate Governance
Panelists:
Jonathan Doorley, Partner, Brunswick Group
Stephen E. Jenkins, Director, Ashby & Geddes
Jeroen van Kwawegen, Partner, Bernstein Litowitz Berger & Grossmann
Philip Larrieu, Associate Portfolio Manager, California State Teachers Retirement System (CalSTRS)
10:20-10:35 Networking Break
10:35-11:05 Discussion
Engaging with the Board: Essential Lessons for Delivering Transformation
Discussants:

David Sgro, Managing Director, Crescendo Partners
Pamit Surana, Managing Director, Corporate Transformation Services, Alvarez & Marsal
11:05-11:15 Topic Introduction
The Use of Litigation in Proxy Fights: Recent Trends in Canada and the US
Presenter:

Paul Davis, Partner and Co-Chair, Capital Markets & M&A, McMillan
11:15-11:45 Panel Discussion
Activist Litigation as a Tool in Proxy Fights: Breaking Down or Fortifying Board Defense?
Moderator:

Paul Davis, Partner and Co-Chair, Capital Markets & M&A, McMillan
Panelists:
Ed Mullane, US Editor, Activistmonitor, Mergermarket Group
Douglas A. Rappaport, Partner, Akin Gump
Michael Swartz, Head of Shareholder Activism Litigation, Schulte Roth & Zabel
11:45-12:20 PM Serving on an Activist’s Slate: The Insiders’ Perspective on Shareholder Activism
Moderator:

Patricia Olasker, Partner, Davies Ward Phillips & Vineberg LLP
Panelists:
Charles Elson, Director, John L. Weinberg Center for Corporate Governance
Patrice Merrin, Independent Non-Executive Director, Glencore PLC
12:20-1:00 Activist and Board Director Session
The Reputation of the Corporate Board: What Drives it and Why Does it Matter?
Moderator:

Lex Suvanto, Managing Director, Financial Communications & Special Situations, Edelman
Panelists:
Holly Gregory, Partner and Co-Chair, Global Corporate Governance & Executive Compensation Practice, Sidley Austin LLP
Leah Malone, Director, PwC
Trish Oelrich, Board Member, Association of Audit Committee Members, Inc; Board Member, FHLBanks Office of Finance; Principal, Oelrich & Associates, LLC
Lauren Taylor Wolfe, Board Member, HD Supply, Managing Director, Blue Harbor Group
1:00-1:15 Interview
Rise of ESG Engagement: ESG Data as a Challenge for Company Defense
Interviewer:

Andrea Vittorio, Staff Reporter, Bloomberg Law
Interviewee:
Courteney Keatinge, Director, Environmental, Social & Governance Research, Glass Lewis
1:15-2:10 Networking Luncheon
2:10-2:20 Topic Introduction
Presenter:

Fred Pletcher, Partner, Borden Ladner Gervais LLP
2:20-3:05 Panel Discussion
M&A Activism: Insights Taken from Recent Transactions
Moderator:

Scott Winter, Managing Director, Innisfree M&A Incorporated
Panelists:
Thomas W. Christopher, Partner, Latham and Watkins
Mike Edwards, Partner, Arrowgrass Capital
Lissa Perlman, Senior Vice President, Kekst
W. Graeme Roustan, Chairman & Chief Executive Officer, Roustan Capital
Peter Schoenfeld, Chief Executive Officer, PSAM
3:05-3:45 Panel Discussion
Small Cap Versus Large Cap Companies: Activist Targets, and Why
Moderator:

Eleazer Klein, Partner, Schulte Roth & Zabel
Panelists:
Steven C. Balet, Head of Corporate Governance and Activist Engagement, Managing Director, FTI Consulting
Phillip Goldstein, Founder, Bulldog Investors
Keith E. Gottfried, Partner, Morgan Lewis
Damien J. Park, Managing Director, Spotlight Advisors, LLC
Dan Zacchei, Managing Director, Sloane & Company
3:45-3:55 Networking Break
3:55-4:35 Discussion Session
Why Settle?: Drivers Behind Early Stage Deals Between Boards and Activists
Moderator:

Josh Black, Editor-In-Chief, Activist Insight
Panelists:
Jeremy Fielding, President and Chief Executive Officer, Kekst
Kai Haakon Liekefett, Partner, Vinson & Elkins
Alfredo Porretti, Vice President, Shareholder Activism & Corporate Defense, Morgan Stanley
Eric Rosenfeld, Chairman and Chief Executive Officer, Crescendo Partners
4:35-5:10 CEO Performance: How Activists Are Targeting CEOs
Moderator:

Greg Taxin, Managing Director, Spotlight Advisors
Panelists:
Monika Driscoll, Partner, Brunswick Group
Patricia Lenkov, Founder and President, Agility Executive Search
Steve Pully, Member, Board of Directors, Titan Energy
Steve Wolosky, Partner, Olshan Frome Wolosky LLP
5:10-5:25 Networking Break
5:25-5:55 Panel Discussion
Index Funds: Passive Investors Gain Influence in Shareholder Engagement and Activism
Moderator:

David Benoit, Activism Reporter, The Wall Street Journal
Panelists:
Michael Garland, Assistant Comptroller, Corporate Governance and Responsible Investment, New York City Office of the Comptroller
Bruce H. Goldfarb, President and Chief Executive Officer, Okapi Partners LLC
Gianna McCarthy, Director, Corporate Governance, Office of the New York State Comptroller
5:55-6:35 Panel Discussion
Taking the Fight Public: The Role of Shareholder Engagement
Moderator:

Fred Pletcher, Partner, Borden Ladner Gervais LLP
Panelists:
Bob Bostrom, Senior Vice President, General Counsel, Corporate Secretary, Abercrombie & Fitch
Christopher P. Davis, Partner, Kleinberg, Kaplan, Wolff & Cohen
R. Taylor Ingraham, Director, ASC Advisors LLC
Bob Marese, Managing Director, MacKenzie Partners, Inc.
6:35 Closing Remarks & Networking Reception Welcome
Damien J. Park, Managing Director, Spotlight Advisors, LLC

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