Speakers / Authors:
Sullivan & Cromwell LLP
Stephen M. Kotran was elected a partner at Sullivan & Cromwell LLP in 1998 and is a member of the firm’s Mergers and Acquisitions, Financial Institutions and Private Equity groups. Mr. Kotran represents participants and financial advisors in connection with mergers and acquisitions transactions, including negotiated and hostile acquisitions of public companies, negotiated sales of private companies, subsidiaries and divisions, private equity transactions, leveraged buyouts, formation of joint ventures, and asset sales.
Mr. Kotran is a frequent speaker on mergers and acquisitions matters for the Practising Law Institute, the Association of the Bar of the City of New York, and various other professional organizations. He is a member of the Committee on Negotiated Acquisitions and the Committee on Federal Regulation of Securities of the Business Law Section of the American Bar Association and of the Special Committee on Mergers, Acquisitions & Corporate Control Contests of the Association of the Bar of the City of New York. Mr. Kotran has been recognized as a leading mergers and acquisitions lawyer in Chambers USA – America’s Leading Lawyers for Business (2007), The Best Lawyers in America (2008 - announced), New York Super Lawyers (2007), The Lawdragon 500 - Leading Lawyers in America (finalist, 2007), The Lawdragon 500 – Leading Dealmakers in America (2007) and The Lawdragon 500 – New Stars, New Worlds (2006) and as a leading insurance transactional lawyer in Chambers USA - America’s Leading Lawyers for Business (2007).
Mr. Kotran’s mergers and acquisitions assignments have spanned a wide range of industries, with particular emphasis on insurance companies and other financial institutions and technology companies.
Mr. Kotran received his J.D. from University of Virginia Law School, Order of the Coif, in 1990 and his A.B. from Harvard University in 1985.
Jonathan K. Layne
Gibson, Dunn & Crutcher, LLP
Jonathan K. Layne, a partner in Gibson, Dunn & Crutcher, LLP. He joined the firm in 1979 and is based at the Century City office in Los Angeles. Mr. Layne is Co-Chair of the Firm's Mergers & Acquisitions Group and is a member of the Firm's Executive Committee. He focuses on mergers and acquisitions, public offerings of equity (including IPOs) and debt, corporate finance and securities law, and has extensive experience in Board of Directors, Special Board Committee and corporate governance representations.
Mr. Layne is a member of the Business Law Sections of the American Bar Association and the State Bar of California, and of the Business and Corporations Law Section of the Los Angeles County Bar Association. Mr. Layne is also a member of the Board of Directors of the California Chamber of Commerce, the Board of Trustees of Emory University and is a past Chairman of the Board of Trustees and President of The John Thomas Dye School, an independent elementary school. He also is a frequent lecturer on mergers and acquisitions, corporate and securities law topics.
Mr. Layne has been selected by Chambers and Partners as a Leading Mergers and Acquisitions Lawyer for 2005 through 2011 and as a Leading Capital Markets: Debt & Equity Lawyer for 2007 through 2011 for its Chambers USA America's Leading Lawyers for Business directories. He also has been named among "The Best of the Bar" for Corporate Transactions by the Los Angeles Business Journal and was named by Best Lawyers as its 2011 Los Angeles Securities Lawyer of the Year.
Mr. Layne is a graduate of The College of William and Mary where he earned a B.A. in economics and of Emory University School of Law and Emory University Goizueta Business School, where he received a joint J.D./M.B.A. degree. He graduated from law school with distinction and was a member of the Order of the Coif and Managing Editor of the Emory Law Journal, and he graduated from graduate business school as a member of Beta Gamma Sigma, the business honor society. He is admitted to the California Bar.
Alston & Bird LLP
Kevin Miller is a partner in Alston & Bird's Corporate Transactions & Securities Group and the head of Alston & Bird's Financial Advisors Practice. The firm is regularly ranked by The American Lawyer and Corporate Control Alert among the leading counsel to investment banks acting as financial advisors, and over the last year, Alston & Bird has advised large and midsized financial advisors on over $40 billion of M&A transactions. Mr. Miller is also the co-head of Alston & Bird’s M&A Practice Quality Team.
Prior to joining the firm he served as the head of Credit Suisse First Boston’s Investment Banking Division’s legal group for the Americas. He is a frequent author and speaker on M&A topics, including recent legal and regulatory developments, fairness opinions, stapled finance and the role of investment bankers. Kevin is a member of the advisory boards of DealLawyers.com and the Deal Lawyers newsletter. He is also a frequent contributor to the DealLawyers.com Blog and PLI Securities Law Practice Center.
Mr. Miller received his J.D. from Rutgers University in 1990, his M.A. from the University of Michigan in 1985, and his A.B. from the University of Michigan in 1981. He is admitted to practice in New York.
Samuel C. Thompson Jr.
The Penn State Dickinson School of Law
Samuel C. Thompson Jr. joined Penn State’s Dickinson School of Law in July 2007 as a professor of law and the founder and director of Penn State’s Center for the Study of Mergers and Acquisitions. The Center examines corporate, securities, tax, antitrust, and other legal and economic issues that arise in mergers and acquisitions and hosts continuing legal education programs addressing these issues.
Professor Thompson, who previously was a professor of law at the University of California Los Angeles School of Law and director of the UCLA Law Center for the Study of Mergers and Acquisitions, is a highly regarded scholar of corporate and international tax, corporate governance, and antitrust and is the author of 16 books and more than 75 articles. His teaching interests focus on the corporate, securities, tax, and antitrust aspects of mergers and acquisitions as well as international tax, investment banking, taxation of business entities, and economic growth policy.
Throughout his distinguished career, Professor Thompson has held a number of notable positions, such as head of the tax department of Schiff Hardin & Waite in Chicago; tax policy advisor, on behalf of the U.S. Treasury Tax Assistance Office, to the South African Ministry of Finance in Pretoria, South Africa; Attorney Fellow in the Securities and Exchange Commission’s Merger and Acquisitions Office; consultant on merger and acquisition issues to the Federal Trade Commission; and professor in residence at the European Commission’s Antitrust Merger Taskforce in Brussels. On several occasions he has testified about tax policy before the U.S. House of Representatives Committee on Ways and Means and the House Judiciary Committee. He formerly served as dean of the University of Miami School of Law and has been a professor and distinguished visiting professor at the University of Virginia School of Law and the Jacquin D. Bierman Visiting Professor of Taxation at Yale Law School.
As a law student, Professor Thompson worked on a university-sponsored civil rights project near Leland, Mississippi, before beginning service as an officer in the United States Marine Corps, where he rose to captain and received the Navy Commendation Medal for service in Vietnam. He played varsity football at his undergraduate school, West Chester University.