July 20, 2016
Chinese acquirers have become very active in U.S. M&A, and present a number of issues outside the typical mold for U.S. acquisitions. This panel will address the unique circumstances that deals with Chinese buyers can present, including enforceability issues, questions regarding reverse termination fees and collateral support for the fee obligations, CFIUS factors, and financing considerations, among others.
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PANELISTS:
Stephen I. Glover — Stephen I. Glover is a partner in the Washington, D.C. office of Gibson Dunn and Co-Chair of the Firm’s Mergers and Acquisitions Practice. Mr. Glover has an extensive practice representing public and private companies in complex mergers and acquisitions. He is currently representing Marriott International in its proposed $13 billion acquisition of Starwood Hotels & Resorts Worldwide, and its response to a competing bid for Starwood made by a Chinese company, Anbang Insurance Group.
Joseph Barbeau — Joseph M. Barbeau is an international commercial lawyer with extensive experience in both Greater China and Silicon Valley. He splits his time between Palo Alto and the firm’s China offices, and has worked with Fang Xue representing a Chinese consortium on its $1.9 billion acquisition of Omnivision Technologies. He is currently representing St. Jude Medical on its $30.7 billion acquisition by Abbott Laboratories.
Fang Xue — Fang Xue is Chief Representative of the Beijing office of Gibson Dunn and a partner in the firm’s Corporate Department and its Mergers & Acquisitions and Private Equity practice groups. Ms. Xue has broad-based corporate and commercial experience. She has represented Hua Capital Management Co., Ltd., CITIC Capital Holdings Limited and Goldstone Investment Co., Ltd. in the $1.9 billion acquisition of OmniVision Technologies. She also represented Ningbo Joyson Electronic Corp. in its $920 million acquisition of Key Safety Systems, Inc.
David A. Wolber — David A. Wolber is an associate in the Washington, D.C. office of Gibson, Dunn & Crutcher and a member of Gibson Dunn’s International Trade and White Collar Defense and Investigations Practice Groups. Mr. Wolber has experience working with clients operating in a wide array of industries and sectors. He primarily advises clients in the areas of international trade regulation, compliance and anti-corruption, with particular emphasis and experience counseling U.S. and foreign companies on matters involving national security reviews of potential cross-border mergers and acquisitions by the Committee on Foreign Investment in the United States (CFIUS); economic and trade sanctions regulations administered and enforced by the U.S. Department of the Treasury’s Office of Foreign Assets Control (OFAC); export control regulations including the International Traffic in Arms Regulations (ITAR) and Export Administration Regulations (EAR) administered, respectively, by the U.S. Department of State and Department of Commerce, as well as related developments under the Export Control Reform (ECR) initiative; and Foreign Corrupt Practices Act (FCPA). As an essential part of his practice, Mr. Wolber routinely liaises with federal and state regulators, advocating on behalf of clients seeking trade-related licenses or advisory opinions, responding to governmental inquiries or subpoenas, filing self-disclosures related to potential non-compliant activity, or embroiled in formal investigations or enforcement actions.
Ellis Chu — Ellis Chu is a Managing Director and Head of China Mergers and Acquisitions at Bank of America Merrill Lynch in Hong Kong. He began his investment banking career in New York and transferred to Asia in 2007. His practice focuses on both private and public transactions over a broad range of industry sectors. Before joining Bank of America Merrill Lynch, Mr. Chu worked in the Mergers and Acquisitions teams at Citi and Lehman Brothers, specializing in cross-border transactions involving China. Ellis received his BS in Electrical Engineering from Northwestern University and his MBA from Columbia Business School.
Rick Hoffman —Rick Hoffman is the Executive Vice President – Mergers, Acquisitions & Business Development at Marriott International. Mr. Hoffman is responsible for leading and supervising the Company’s mergers and acquisition strategy and execution, and developing new business opportunities for the Company. During his tenure, the Company has added through acquisition Delta Hotels & Resorts (Canada), Protea Hotels (which brought to the Marriott system the largest hotel management company in Sub-Saharan Africa), Gaylord Hotels and the AC by Marriott brand, developed the EDITION brand in partnership with Ian Schrager, created the Autograph Collection, and developed the new Moxy Hotel brand for the economy sector in partnership with Inter IKEA. Most recently, Mr. Hoffman led the Marriott team in successfully negotiating the merger agreement with Starwood Hotels & Resorts, signed in November 2015.