Agenda

SATURDAY | JANUARY 25

Throughout the years, Acquire or Be Acquired has gained a reputation for being the meeting ground for banking’s key leaders. Every January, top executives and board members – along with leaders from top professional services firms and technology companies – descend upon the Arizona desert. Before the formal presentations begin on Sunday, we welcome registered participants to enjoy casual time with their peers.

10:45 AM – 4:30 PM
The 7 Wonders of the Banking World:  A Must-See HQ & Branch of the Future Experience
Sponsored by:  DBSI Inc.
Are you ready to be inspired with a one-of-a-kind, hands-on adventure exploring the latest strategies, technologies, designs and trends in banking?  Forget seeing the Grand Canyon, and come experience The 7 Wonders of the Banking World at the one-and-only Ideation Center (aka The Banker’s Playground) — a place where thousands of financial executives have started their transformation efforts.  Discover for yourself all the best to see and do to strategically grow your bank.  Don’t miss out on this opportunity!  This event is located off-site and is exclusive to the first 100 bank attendees who register.  Lunch and transportation will be provided to and from DBSI’s Ideation Center.

5:00 PM – 5:30 PM
Women In Leadership Reception
Sponsored by:  Neocova
With so many top executives and board members traveling to this conference on Saturday, this year’s private reception provides female executives an opportunity for “women in banking” to meet their contemporaries from across the United States.

5:00 PM – 5:30 PM
First-Time Attendee Reception
Sponsored by: Bank Director
Concurrent to our Women In Leadership Reception, we welcome first-time attendees to our Acquire or Be Acquired Conference. Meet members of Bank Director’s leadership team as well as others who are attending the conference for the first time.

5:30 PM – 6:45 PM
Welcoming Reception & Registration
Sponsored by: Piper Sandler & Co.
While winter grips much of the country, we’ve found early evening in Arizona to be a welcome change for many joining us.  Catch up with old friends and make new connections as we welcome all registered participants to the kick-off reception at the iconic Arizona Biltmore Resort.

DAY ONE | SUNDAY | JANUARY 26

While many recognize the consolidating nature of the financial sector, it’s not only the number of banks that has changed; the competitive dynamics of our industry have changed too. On the first day of the Acquire or Be Acquired Conference, we surface a number of key issues, concerns and concepts for 2020 and beyond.

6:45 AM – 8:00 AM
Registration & Breakfast
Sponsored by: ProBank Austin

8:00 AM – 8:05 AM
Setting the Stage for 2020
Al Dominick, CEO, Bank Director
Great leaders aren’t afraid to get up from their desks and explore the unknown – which is one big reason why we host Acquire or Be Acquired in Arizona every January for top executives and board members. This three-day event provides a meeting place to engage and explore financial growth opportunities, strategic planning ideas and the constantly evolving nature of technology within financial services.

8:05 AM – 8:50 AM
The State of the Financial Industry
Thomas Michaud, President & CEO, Keefe, Bruyette & Woods, A Stifel Company
Does the future of bank M&A hinge on the 2020 election? As in previous years, we open our Acquire or Be Acquired Conference with the President & CEO of Keefe, Bruyette & Woods taking a 30,000-foot perspective on the current operating environment – and sharing insights on how the political landscape may impact the state of the financial industry.

8:50 AM – 9:40 AM
The Ongoing Digital Revolution
Greg Carmichael, Chairman, President & CEO, Fifth Third Bancorp
Gary Norcross, Chairman, President & CEO, FIS
Moderated by: Al Dominick, CEO, Bank Director
It is more important than ever for businesses of all sizes to stay committed to the concept of constant improvement.  As the CEOs of Fifth Third and FIS will explain, complacency is simply not an option for those who embrace the promises of new technology, new talent and new business prospects.

9:40 AM – 9:55 AM
Refreshment Break

9:55 AM – 10:40 AM
Breakout Sessions (select one)
Virtually all businesses have a desire and a need to grow and expand – a theme made practical during each of these breakout sessions.

Breakout I: Raising Capital in Connection with M&A Plans: How to Successfully Gear Up for a Deal
Daryle DiLascia, Head of Investment Banking, Performance Trust Capital Partners, LLC
Michael Rave, Partner, Day Pitney LLP
As you consider strategic growth opportunities, accessing and understanding the impact of capital is critical for achieving your profitability objectives while maintaining regulatory good standing. This session offers insights into capital raising options in connection with your M&A plans, including the cost of various types of capital, recent trends, offering mechanics, regulatory issues and other considerations.

Breakout II: Advice and Counsel for First-Time Acquirers
John Gosser, Sr., Director, Griffin Financial Group LLC
C. Robert Monroe, Partner, Stinson LLP
If your bank has never done an acquisition, what do you have to do to get ready? This session highlights what boards and CEOs need to know about doing a deal.

Breakout III:  Negotiated Deals Versus Auctions
Kirk Hovde, Managing Principal & Head of Investment Banking, Hovde Group, LLC
Jonathan Talcott, Partner, Nelson Mullins Riley & Scarborough LLP
From a seller’s perspective, which is better?  Is it true that the auction will bring you the higher bid?  Do negotiated deals offer better long-term value?  Are there certain benefits and drawbacks inherent in each process when selling your bank?  This session highlights the pros and cons of pursuing a negotiated deal versus running an auction process when selling your bank.  The discussion touches upon the structure of each process, the price and consideration usually paid, the social issues that might come up, employment agreements and fiduciary duties among other matters.

Breakout IV: What Banks Need To Do and/or Change To Continue Growing
Jason Rader, National Industry Partner, BKD, LLP
Peter Weinstock, Partner, Hunton Andrews Kurth LLP
Beth Whitaker, Partner, Hunton Andrews Kurth LLP
Regulation, accounting rules, risk management, internal controls, model validation and policies and procedures have developed so that banks must adjust as they reach $1 Bn, $2-5 Bn and over $5 Bn in total assets.  This presentation covers changes needed for bank staffing, risk management, growth opportunities and other systemic changes that need to adjust at these approximate asset benchmarks.

Breakout V:  “Do the Opposite” – Developing Winning Balance Sheet Strategies
Stephen Kinner, Senior Managing Director, Promontory Interfinancial Network, LLC
Matthew Pieniazek, President, Darling Consulting Group
This session explores a sampling of actionable and profitable deposit and loan-related strategies, as well as investment strategies to consider.  It also provides important insights for overall funding decisions and liquidity management, as well as for managing interest rate risk with on- and off-balance sheet strategies.  Don’t get stuck in the “that’s the way we have always done it” mode.  Think differently and consider “doing the opposite.”

Breakout VI: Retaining Talent – Before, During and After M&A
David Hooper, Partner, Barnes & Thornburg LLP
Susan O’Donnell, Partner, Meridian Compensation Partners, LLC
How can banks ensure their ongoing compensation programs will effectively retain executives and key talent in an environment of consolidation?  What types of awards, programs or protections are most effective during the announcement and implementation of a transaction?  What are the compensation implications of a merger of equals?  This session discusses proactive compensation strategies as well as discusses when special retention long-term incentive awards are necessary to retain the talent needed during the uncertainty and challenges of M&A.

Breakout VII:  What You & Your Board Need to Know for 2020
Robert M. Fleetwood, Partner, Barack Ferrazzano Kirschbaum & Nagelberg LLP
Al Laufenberg, Managing Director, Keefe, Bruyette & Woods, A Stifel Company
This breakout continues the “Need to Know” series that has consistently been a popular highlight at this conference for the last several years.  Gain practical insight on what CEOs and directors need to know to succeed in 2020 and beyond.

10:55 AM – 11:40 AM
How to Add Value (And Not Just Grow) Through M&A
Gary Bronstein, Partner, Kilpatrick Townsend & Stockton LLP
William Hickey, Managing Director, Financial Services Investment Banking, Piper Sandler & Co.
Timothy Reimink, Managing Director, Crowe LLP
Moderated by:  Mika Moser, President, Bank Director
When and why should community banks buy branches and hire top performers from merging companies? This session digs into the details of what makes an M&A deal accretive to a bank’s overall value.

11:40 AM – 12:20 PM
The New Competitive Dynamics of Banking
Steven Hovde, Chairman & CEO, Hovde Group, LLC
Steve Williams, President & Partner, Cornerstone Advisors, Inc.
Moderated by: Al Dominick, CEO, Bank Director
This session explores how technology, competition, the regulatory environment and evolving customer expectations have changed banking and what bankers should be thinking and doing about the changes.

12:20 PM – 1:20 PM
Networking Peer & Guest Lunch
Sponsored by:  Griffin Financial Group LLC

12:30 PM – 4:30 PM
FinXTech Demo Hall Opens
In our efforts to make it easier for banks to better discover potential technology partners and solutions, Bank Director has developed an online platform called FinXTech Connect. Built specifically for banks, FinXTech Connect is a curated directory of emerging financial technology companies who are strategically partnering with financial institutions of all sizes.  In the FinXTech Demo Hall, attendees can get a sneak peak at some of the companies featured in this platform.  Companies selected have been identified by Bank Director as “bank-friendly” – with a proven history of financial performance and an existing roster of bank clients. Each company has been vetted and researched by Bank Director – and most importantly, companies cannot pay to be featured in FinXTech Connect. 

1:20 PM – 2:00 PM
Your Bank’s Franchise Value Today & Tomorrow
Curtis Carpenter, Principal & Head of Investment Banking, Sheshunoff & Co. Investment Banking
What are the primary drivers of your bank’s franchise value: Size? Profitability? Geography? Deposit cost? Growth rate? Ideal for CEOs and board members concerned about optimizing their strategic alternatives, this session explores the trends in recent M&A pricing and activity, and takes a look at what changes 2020 may bring.

2:00 PM – 2:40 PM
The 3 Biggest Risks Faced By Banks Today – and What To Do About Them
Mark Kanaly, Partner, Alston & Bird LLP
Pierre Naudé, CEO, nCino
Dory Wiley, President & CEO, Commerce Street Capital, LLC
Moderated by: John Maxfield, Executive Editor, Bank Director
As banking continues to evolve, there are a number of risks that ALL banks face.  Learn what the three biggest risks are and what stakeholders should do about each one of them.

2:40 PM – 3:00 PM
Refreshment Break
Sponsored by:  Mercer Capital

3:00 PM – 3:45 PM
Breakout Sessions (select one)
These afternoon breakout sessions highlight topics related to organic growth, mergers & acquisitions and strategic planning.

Breakout I: Lessons Learned From Mergers of Equals
Randy Greene, President, CEO & Vice Chairman, Bay Banks of Virginia, Inc.
Walter McNairy, Partner, Dixon Hughes Goodman LLP
Jon Tomberlin, Managing Partner, Dixon Hughes Goodman LLP
Mergers of equals read well in the headlines and can be game changers, but they also create some unique challenges. Expectations from both parties lead to sensitivities around people and processes more so than in a typical merger. Hear some M&A lessons learned that your financial institution should consider when contemplating any strategic merger (equal or not) so you can navigate your next merger with eyes wide open.

Breakout II:  Credit Unions Buying Banks – Turbo-Charging Growth for Both
Bo Hughes, Executive Vice President & CRO, Arizona Federal Credit Union
Amy Hysell, Senior Vice President & CIO, Arizona Federal Credit Union
Moderated by: Vincent Hui, Managing Director, Cornerstone Advisors, Inc.
The number of credit unions buying banks has exploded in the last two years, and this trend is likely to continue. Learn why it is a win-win for both institutions as it relates to growth, since cost savings is not the primary or even secondary driver. In this session, leaders from Arizona Federal Credit Union and formerly Pinnacle Bank AZ discuss why they pursued this transaction and the key success factors to turbo-charging growth for both legacy institutions.

Breakout III: Advice and Counsel for Potential Sellers
John Gorman, Partner, Luse Gorman, PC
Lawrence Spaccasi, Partner, Luse Gorman, PC
When the board is considering putting the bank up for sale, what issues should be addressed first to achieve the highest offer possible?  Think of this as the corollary to fixing all of the things needed to put your house on the market.

Breakout IV: Deposit Growth Strategies in the Digital Age
Raphael Reznek, Chief Information Officer, Mascoma Bank
Mark Rothschild, Regional Vice President, nCino
Banks succeed or fail relative to their competitors and there are only so many deposits available. To secure a resilient low-cost funding stream, banks must strike the right balance between providing competitive products, delivering high-quality customer service, and gathering core deposits. In this fireside chat, Raphael Reznek, CIO of Mascoma Bank, will shares how his institution leveraged digital technology to increase online account applications by 400%, cut application times from 45 to ten minutes and attract and retain high-value customers.

Breakout V: Tech Vision Roadmap: How Bank Leaders and Technologists Approach Change
Dave Mansfield, CEO, The Provident Bank
Frank Sorrentino, III, Chairman & CEO, ConnectOne Bancorp
Eric Sprink, President & CEO, Coastal Community Bank
Moderated by: Kelsey Weaver, Co-Founder & Chief Business Development Officer, Neocova
In this session, three leading bank executives discuss the process of making critical technology decisions at their institutions, explain how these decisions fold into their overall strategic plans and give advice on how to overcome obstacles along the way. In turn, Neocova offers a technology partner’s perspective on helping banks fulfill their tech visions, and she shares some innovative strategies community financial institutions may not even be considering.

Breakout VI: Using Data Analytics to Maximize the Value in Your Next Acquisition
John Donohue, Partner, Moss Adams LLP
Robert Loffink, Director, Moss Adams LLP
With the data that is available in most institutions today, there is a great deal more you can do on the front end to identify and maximize the value in your next acquisition.  Join us for a detailed discussion around how you can leverage data and analytics to get in front of the issues and pitfalls that can plague banks and erode the value proposition when acquiring a target.

Breakout VII: Getting Started With Swaps:  Three Growth Stories
Mitchell Bleske, Executive Vice President & CFO, Bremer Financial Corporation
William H.W. Crawford, IV, Former CEO, United Financial Bancorp, Inc.
Keene Turner, CFO, Enterprise Bank & Trust
Moderated by: Bob Newman, Managing Director, Chatham Financial
Viewing derivatives as risky and dangerous, many community banks opt to avoid direct interaction with interest rate swaps, caps and floors.  In this session, a panel of bank executives shares what led them to buck this trend in their early days, providing examples of how interest rate hedging tools contributed to the transformative growth they’ve presided over in the past decade.

4:00 PM – 4:40 PM
RankingBanking:  A Look Behind the Best M&A Deals
Kara Baldwin, Partner, Crowe LLP
C. Malcolm Holland, Chairman & CEO, Veritex Holdings, Inc.
Dennis Hudson, III, Chairman & CEO, Seacoast Banking Corp of Florida
Jim Ryan, CEO, Old National Bancorp
Moderated by:  Jack Milligan, Editor-in-Chief, Bank Director
This year’s Bank Director 2020 RankingBanking study evaluates and ranks the best M&A deals in the banking industry from the past three years.  Hear from an industry leader and bank CEOs who led these transformative deals – and consider what’s possible for your institution.

4:40 PM – 5:20 PM
Who Else Is In the M&A Game?
Emmett Daly, Principal, Investment Banking, Piper Sandler & Co.
Robert Klingler, Partner, Bryan Cave Leighton Paisner LLP
Timothy Kosiek, Partner, Baker Tilly Virchow Krause, LLP
Moderated by:  Mika Moser, President, Bank Director
Credit unions as acquirers?  Non-bank acquisitions?  Fintechs being purchased by banks?  There are many players when it comes to mergers and acquisitions – and this session focuses on those M&A deals outside of traditional banks.

5:20 PM – 6:20 PM
Networking Peer & Guest Reception
Sponsored by:  Diligent Corporation

DAY TWO | MONDAY | JANUARY 27

7:00 AM – 8:30 AM
Breakfast
Sponsored by:  Promontory Interfinancial Network, LLC

7:30 AM – 8:15 AM
Discussion Groups (select one)
This morning’s discussion groups offer participants the chance to interact with peers and an industry advisor around a shared topic of interest. Six discussion groups run concurrently, so attendees may select one to attend. Additional discussion groups to be announced.

Discussion Group I: How Banks Should Make the Decision to Sell or Buy
Peter Weinstock, Partner, Hunton Andrews Kurth LLP
Decisions made even before bankers engage with the other side foretell the likelihood for success.  This presentation discusses how sellers and buyers get to negotiations and includes action steps that bankers and their directors can take away to implement even if they are not immediately engaged in M&A.

Discussion Group II: How Banks & Borrowers Can Benefit from SBA Lending
Brian Carlson, President & CEO, SBA Complete, Inc.
SBA lending is one of the key lending activities that can quickly and dramatically improve the bottom line of a community bank, but it also provides borrowers with better loan structures that improve their cash flow and enhance their relationship with the bank.  In this session, we discuss how to create a successful and profitable SBA department and what is required to source, underwrite, close and sell SBA loans.

Discussion Group III:  Under Pressure:  The Impact of the Regulatory Environment on Deal-Making
Joseph Silvia, Partner, Howard & Howard
How should bank executives be thinking through the considerations for deal-making – or not – with a focus on some of the realities from the regulatory side?  This discussion group focuses on the impact of technical and broader-based regulatory changes and priorities for deal-making in 2020.

Discussion Group IV: Why Data Should Be A Top Strategic Priority for 2020
Kimberly Snyder, CEO & Founder, KlariVis
Banks have massive amounts of data about their customers, markets, products and services;
however, finding the most efficient way to access and use that data effectively continues to be a challenge. Join Kim Snyder, CEO and Founder of KlariVis, to discuss strategies to leverage your data effectively to increase wallet share, create organizational efficiencies, affirm your place in the market and create new franchise value!

Discussion Group V: It’s Time to Get Your Bank Rated
Van Hesser, Senior Managing Director, Head of Corporate and Financial Institution Ratings, Kroll Bond Rating Agency, Inc.
Well-run community banks can be rated investment grade, which enhances your competitiveness in institutional deposit gathering and loan markets and provides a more efficient access to capital. Learn what it takes to achieve an investment grade from the leader in community bank credit ratings, Kroll Bond Rating Agency.

Discussion Group VI:  The Banking Industry Talent Crisis – Where Will You Be in 2025?
Scott Petty, Managing Partner, Financial Services, Chartwell Partners
With 50% of bank CEOs retiring in the next five years, this session explores how to approach
CEO succession along with building bench strength in senior management positions. We also discuss the critical functional skills required of today’s bank boards and what yours might be missing.

8:30 AM – 8:45 AM
Day Two Opening Remarks
Al Dominick, CEO, Bank Director
Mika Moser, President, Bank Director
The best performing banks are constantly looking ahead at what’s next for their organization.  To kick off the second day of Acquire or Be Acquired, we highlight key leadership traits and emerging trends that banking leaders should stay focused on as they explore their growth opportunities.

8:45 AM – 9:25 AM
Urge to Merge: Repositioning for the Future
Scott Anderson, Managing Director, Co-Head Depositories Investment Banking, Keefe, Bruyette & Woods, A Stifel Company
Joseph Berry, Managing Director, Co-Head Depositories Investment Banking, Keefe, Bruyette & Woods, A Stifel Company
Daryl Byrd, President & CEO, IBERIABANK Corporation
William C. Losch III, Executive Vice President & Chief Financial Officer, First Horizon National Corporation
David Provost, Executive Chairman, TCF Bank
Join KBW for a conversation on building companies for the challenges of the future. Transformational mergers dominated activity in 2019, and this session discusses the reasons why, the how to’s and post-announcement execution.

9:25 AM – 9:45 AM
Refreshment Break
Sponsored by:  Barack Ferrazzano Kirschbaum & Nagelberg LLP

9:30 AM – 11:00 AM
M&A Simulation
Sloan Deerin, Managing Director, Janney Montgomery Scott LLC
Dan Flaherty, Managing Director, Janney Montgomery Scott LLC
Robert Flowers, Partner, Fenimore, Kay, Harrison & Ford, LLP
Lowell Harrison, Partner, Fenimore, Kay, Harrison & Ford, LLP
Jonathan Hightower, Partner, Fenimore, Kay, Harrison & Ford, LLP
Derek McGee, Partner, Fenimore, Kay, Harrison & Ford, LLP
John Schramm, Managing Director, Janney Montgomery Scott LLC
Kevin Strachan, Partner, Fenimore, Kay, Harrison & Ford, LLP
Matt Veneri, Managing Director, Co-Head of Investment Banking, Janney Montgomery Scott LLC
The process of striking a deal for a prized target has never been more competitive than it is today.  For buyers, careful discipline is required to ensure that bids are designed to accomplish acquisition growth without damaging the value of the company. For sellers, a competitive bid process must be skillfully navigated in order to earn the best deal for shareholders. In this session, participants work through the final rounds of a competitive auction involving a prized seller to see which bank emerges as the successful acquirer.  Of course, as in real deals, some wrinkles will emerge. The M&A Simulation is exclusive to 45 bank attendees only, allows for one banker per institution and runs concurrently to the below breakout sessions.

9:45 AM – 10:30 AM
Breakout Sessions (select one)
In addition to the M&A Simulation listed above, attendees have an opportunity to participate in one of seven topic breakout sessions, focused on a variety of growth and strategy issues. Additional breakout sessions to be announced.

Breakout I: Compensation Plans – Yours, Mine & Ours – Understanding, Planning and the Definitive Agreement
Flynt Gallagher, President, Compensation Advisors
This session walks through practical considerations related to compensation expectations for employees, executives and directors during the due diligence period and after closing. Where do “normal and customary” awards and benefits fall in the process, and what most often falls through the cracks? Who should be involved in reviewing compensation plans, and what should be reviewed? Attend this session to learn the answers to these questions and more.

Breakout II: Structuring Change-in-Control & Transaction Bonuses for Maximum Effectiveness
Dan Wetzel, Managing Director, Pearl Meyer
How can you develop effective employment agreements to be ready for a potential merger or acquisition? Pearl Meyer shares what companies are doing based upon analysis of publicly disclosed data from this year’s proxy season. Takeaways and case study examples include what practices are prevalent today, how to strike the right balance between employer and executive protection, what percentage of the deal is common for transaction bonuses and how to determine who will participate in change-in-control agreements and transaction bonuses.

Breakout III: Falling Rates & Flat/Inverted Curve – Strategies to Manage Interest Rate and Credit Risk
Charles Rierson, Former COO, Regions Capital Markets
Bill Uelmen, Director of Treasury, First Business Bank
Moderated by: Gerrit van de Wetering, Director, Interest Rate Management Solutions, BMO Capital Markets Corp.
A flat/inverted curve, uncertain economy and easing cycle are forcing banks into decisions that may threaten profitability and amplify credit risk. Should the economy fall into recession and loan growth slows, is your bank prepared to weather the storm? During this session, a panel of bank executives discusses strategies that create additional sources of fee income and diffuse credit risk in the event of a credit downturn.

Breakout IV: Maximizing M&A Value Prop with a Digital Framework
Ariel Carrion, CIO, City National Bank of Florida
Corey Coscioni, Director, Financial Services, West Monroe Partners
Brent Miller, Manager, Financial Services, West Monroe Partners
This session delves into the ways leveraging a modern digital framework can yield benefits today — and in the future. Additionally, banks that make an investment in modernizing their architecture now stand to see greater value realization in their next transaction via less costly and more seamless integrations — as both buyers and sellers.

Breakout V: Doing More with Less: How Community Banks Are Out-Competing
Megabanks, Alt Lenders & Big Tech
Thomas Fraser, CEO, First Mutual Holding Co.
Dan O’Malley, Founder & CEO, Numerated
Amidst intense digital disruption, community banks face unprecedented levels of competition from
old and new players alike – most with magnitudes more resources and budget at their disposal. But with the right strategic lens and the right technology, community banks can not only level the playing field against bigger, resource rich organizations – they can out-compete them, too. Learn how banks are prioritizing technology investments and putting data to work to grow loans and deposits.

Breakout VI:  Unconventional M&A: How the Right Deal Approach Solves Strategic Problems
Adam Mustafa, CEO, Invictus Group
Banks need to take an unconventional approach to M&A in today’s ever-changing bank
environment. They need to use analytics and a proactive approach if they want to solve problems such as deposits and other strategic issues. This session shows attendees how to go after banks before they are for sale, and why such an approach is the only one to give them a competitive edge as the industry consolidates.

Breakout VII: Getting the Deal Done: Buy-side Advice on the Bid Process & Agreement Negotiations
Richard Maroney, Jr., Managing Director, ProBank Austin
Michael Moran, Senior Consultant, ProBank Austin
Kelly Potes, CEO, ChoiceOne Financial Services, Inc.
Understanding the dynamics of the M&A bid process can help navigate a buyer through
the important stages leading up to the deal contract. This session presents key buy-side strategies to assist buyers in pricing and negotiating better deals. In addition, the CEO from ChoiceOne provides first-hand examples from a recent acquisition transaction.

10:45 AM – 11:25 AM
Bank Director’s Annual L. William Seidman CEO Panel
Brent Beardall, President & CEO, WaFd Bank
James Reuter, President & CEO, FirstBank
Moderated by:  John Maxfield, Executive Editor, Bank Director
Former FDIC chairman and Bank Director’s publisher, the late L. William Seidman, advocated for a strong and healthy U.S. banking market.  In his memory, we annually convene a panel of bank CEOs to explore a number of timely and relevant issues.

11:25 AM – 12:05 PM
Point/Counterpoint
John Jennings, Partner, Nelson Mullins Riley & Scarborough LLP
John Roddy, Managing Director, Head of Financial Services Investment Banking, Raymond James Financial, Inc.
Matthew Switzer, Managing Director, Stephens Inc.
Andrea Usai, Associate Managing Director, Moody’s Investors Service, Inc.
Moderated by:  Mika Moser, President, Bank Director
During this popular session, experts take the stage and engage the audience throughout. Part One allows for a true debate on stage. Part Two invites the audience to share their thoughts in response to statements regarding the banking industry.

12:00 PM – 4:00 PM
FinXTech Demo Hall Opens
As we did on Sunday, we open the FinXTech Demo Hall to showcase financial technology companies who are strategically partnering with financial institutions of all sizes.  Here, attendees can get a sneak peak at some of the companies featured in our FinXTech Connect platform.  Companies selected have been identified by Bank Director as “bank-friendly” – with a proven history of financial performance and an existing roster of bank clients. Each company has been vetted and researched by Bank Director – and most importantly, companies cannot pay to be featured in FinXTech Connect.

12:05 PM – 1:05 PM
Networking Lunch
Sponsored by:  Bank on Women, Inc.

1:05 PM – 1:20 PM
Serious Due Diligence
Rick Childs, Partner, Crowe LLP
Jack Milligan, Editor-in-Chief, Bank Director
This fast-paced, interactive session benchmarks the audience’s perspectives on potential merger activity and the due diligence around making those decisions.

1:20 PM – 2:00 PM
Wall Street’s Perspective on Bank Deals
Jonathan Ashe, Equity Analyst, Wellington Management Company LLC
John Eggemeyer, Founder & Managing Partner, Castle Creek Capital LLC
Anton Schutz, President, Mendon Capital
Moderated by: Edward Herlihy, Partner, Wachtell, Lipton, Rosen & Katz
Hear from a panel of analysts as they discuss the kind of deals that investors like and don’t like.

2:00 PM – 2:40 PM
Identifying the Next Wave of Disruptive Regulation in Banking
Jeremy Newell, Partner, Covington & Burling LLP
David Sandler, Principal and Co-Head of Investment Banking, Piper Sandler & Co.
Karen Solomon, Senior Of Counsel, Covington & Burling LLP
Moderated by: Bill Burgess, Principal and Co-Head of Investment Banking, Piper Sandler & Co.
Shifts in bank regulation continue to be a major disruption in banking and are reshaping the industry.  In this session, leading experts look ahead and discuss emerging trends that are likely to change how banks operate in this new regulatory landscape and how banks compete both with one another and with nonbanks.

2:40 PM – 3:00 PM
Refreshment Break

3:00 PM – 3:45 PM
Breakout Sessions (select one)
This afternoon, attendees have an opportunity to participate in one of the following topic breakout sessions, focused on a variety of themes.

Breakout I: What If Trump Negotiated Your Next Core IT Deal
Aaron Silva, President & CEO, Paladin fs & The Golden Contract Coalition
This apolitical, non-partisan and entertaining presentation makes President Trump the lead
negotiator against core & IT suppliers. Hear from his Twitter account along with many of his political rivals and friends as they join together in helping bankers obtain a fair, balanced and reciprocal trade agreement against these critical vendors.

Breakout II: The Acquirer’s Perspective: Best Practices, Lessons Learned & Characteristics of a Seller That Merit a Premium Price
John D’Angelo, President & CEO, Investar Bank
Christopher Olsen, Managing Partner, Olsen Palmer LLC
This moderated, fireside discussion with an accomplished bank acquirer reveals key findings applicable to sellers and buyers alike. For buyers, the session explores best practices, areas of value creation and key risks in an acquisition. For prospective sellers, hear what an acquirer actually looks for in a target, including which characteristics merit a premium price…and which do not.

Breakout III: Delivering Value to Your Corporate Customers with Integrated Receivables
Tom Berdan, Chief Marketing Officer, DadeSystems
Integrated receivables is the fastest growing treasury management product, and corporate customers are looking to their bank to provide these solutions.  This session explores the payment trends in corporate treasury and how your bank can provide these cash management services to earn fee income, grow and retain deposits and provide valuable risk analytics for your corporate customers.

Breakout IV:  The Fintech Effect
Dave DeFazio, Partner, StrategyCorps
Today’s financial institutions are not just competing with other mobile banking apps but with the best digital experiences in the world, such as Amazon and Starbucks. To contend, banks need to understand and capitalize on emerging trends in technology. Learn how banks can earn consumer loyalty with modernized, value-added checking account products.

Breakout V: How to Recession-Proof Your Portfolio
David Curtis, Account Executive, PrecisionLender
As the probability of the next recession continues to rise, it forces financial institutions to ask themselves the questions, are we ready and how should we prepare? Banks that take an aggressive approach to seizing opportunities unique to recessions are more likely to capture outsize gains leading up to, during and in the years following a recession.  Join us for this session as we walk through how you can begin making changes to your portfolio today, so that you’re ready when the next recession hits.

Breakout VI:  Evaluating the Buyer’s Shares
DeVan Ard, Jr., Chairman, President & CEO, Reliant Bancorp
Jeff Davis, Managing Director, Mercer Capital
Jay Wilson, Jr., Vice President, Mercer Capital
Although M&A is usually focused on price (and valuation), sellers realize that in a transaction consideration paid to sellers that consists of the buyer’s common shares raises a number of questions – most which fall into the genre of: what are the investment merits of the buyer’s shares? The answer may not be as obvious as it seems, even when the buyer’s shares are actively traded.

4:00 PM – 4:40 PM
The Case to Stay Independent
Robert Azarow, Partner, Arnold & Porter
Don MacDonald, CMO, MX Technologies Inc.
Rory McKinney, Managing Director, Head of Investment Banking, D.A. Davidson & Co.
Moderated by: Thomas Brown, CEO, Second Curve Capital, LLC
This session explores organic growth strategies that are safe and effective at growing a bank.

4:40 PM – 5:20 PM
The Regulators’ Hand in M&A Transactions
Luigi De Ghenghi, Partner, Davis Polk & Wardwell LLP
Jim Harasimowicz, Managing Director, Keefe, Bruyette & Woods, A Stifel Company
William Taylor, Partner, Davis Polk & Wardwell LLP
This panel assesses the potential impact of recent, notable developments from the Federal Reserve on bank M&A transactions, including proposed changes to the Federal Reserve’s control rule, proposals to tailor certain requirements based on different asset thresholds and other factors, and the extent to which the bank M&A market has already started to react to these proposals.

5:20 PM – 6:20 PM
Networking Peer & Guest Reception
Sponsored by: Keefe, Bruyette & Woods, A Stifel Company

DAY THREE | TUESDAY | JANUARY 28

To appreciate where banking needs to go in the future, it is helpful to look at lessons from the past – most notably, how and why executives “did what they did.”  Leadership is a central aspect of banking. Not only do bank executives lead their institutions, but directors who sit on bank boards tend to be leading members of their communities.  With this in mind, our final day provides case studies on what has worked, anecdotes on obstacles overcome and inspiration for what awaits us.

7:00 AM – 8:30 AM
Breakfast
Sponsored by:  Sheshunoff & Co. Investment Banking

7:30 AM – 8:15 AM
Discussion Groups
This morning’s discussion groups allow attendees to interact with peers and an industry advisor around a shared topic of interest.  Six discussions groups run concurrently, so attendees may select one to attend.  Additional discussions groups to be announced.

Discussion Group I: Evolution or Revolution – Embracing Wealth Management via Acquisition
Jeffrey Brand, Managing Director, Financial Services Investment Banking, Raymond James Financial, Inc.
Leading banks are increasingly turning to wealth management M&A to enhance customer wallet-share and drive continued growth in fee income. However, wealth management deals differ markedly from bank deals. Are you ready? The top-ranked team in wealth management M&A shares best practices, lessons learned and strategies for best positioning your bank.

Discussion Group II: Ideas to Keep Executives & Key Employees Through the M&A Process:  Start Now!
Anthony Eppert, Partner, Hunton Andrews Kurth LLP
Brian Marek, Partner, Hunton Andrews Kurth LLP
The process of retaining executives and key employees through an M&A transaction should begin even before the decision to sell.  In this session, we discuss ideas to retain key employees as the bank begins to lean towards an M&A exit strategy.  This discussion includes change-in-control plans, management carve-out agreements, stay packages, post-M&A retention packages and mitigation techniques that may be used under Section 280G (or golden parachute payments) and Part 359 of FDIC regulations.

Discussion Group III: Top 10 Negotiated Financial Terms in M&A Transactions
Richard Maroney, Jr., Managing Director, ProBank Austin
Michael Moran, Senior Consultant, ProBank Austin
This session expands on last year’s discussion which focused on the critical financial issues arising during deal contract negotiations.  This year’s discussion includes interpretation of “market” for pricing formulas, exchange ratios, transaction expenses, management contracts, executive compensation arrangements, vendor contract termination costs, deal termination penalties and other terms.

Discussion Group IV:  How a Board Management Software Can Provide the Right Services for Your Bank
Nimish Amin, Regional Sales Director, Diligent Corporation
Banking customers search for institutions that they can trust for a lifetime. But trust between bankers and customers starts in the bank’s boardroom, not the lobby. Join us and explore how the right board portal can improve your banking services for your customers and help you manage business efficiently today and in the future.

Discussion Group V: Do This, Not That: Top Considerations For Executing Your M&A Transaction
Bill Fiske, U.S. Head of M&A and Contested Situations, Georgeson LLC
Neda Sheridan, Senior Vice President, Corporate Actions, Computershare Limited
Erik Schwendenman, Vice President, Business Development, Computershare Limited
M&A is challenging and it can be difficult to manage the full timeline without the right advisors to
offer guidance. You’ve overcome the hurdles leading up to the terms of the deal, but now it’s time to execute. Attend this session to hear the most common post-contract hiccups and roadblocks and solutions that will help you sidestep these issues.

Discussion Group VI:  Win Back Growth for Your Deposits Business
Dustin Allen, Senior Director of Global Deposit Solutions, Nomis Solutions
Frank Rohde, President & CEO, Nomis Solutions
Pricing deposits right is critical to managing funding and profitability. We’ve analyzed 3.5billion deposit transactions over the last three years to identify patterns in price sensitivity, demand, and competition and we’ll share some of the key insights.  Hear how leveraging precise and timely insights into deposit demand, competition, and price elasticity allows you to reduce interest expense while maximizing balance acquisition and retention.

8:30 AM – 8:35 AM
Banking in an Age of Digital Transformation
John Maxfield, Executive Editor, Bank Director
Jack Milligan, Editor-in-Chief, Bank Director
To open Day Three of our 26th annual Acquire or Be Acquired conference, our editors look at how to bank in an age of digital transformation and what that means for our audience.

8:35 AM – 9:00 AM
Deals Across the Spectrum
Richard Blumberg, Former Senior Vice President, Head of Corporate Development, SunTrust Banks, Inc.
Brian Mellone, Senior Vice President, Director of Corporate Development & Strategy, First Horizon National Corporation
Frank Sorrentino, III, Chairman & CEO, ConnectOne Bancorp
Moderated by: Mitchell Eitel, Managing Partner, Financial Services Group, Sullivan & Cromwell LLP
From large mergers of equals transactions to mergers and acquisitions involving regional or community banks, business combinations in our industry involve both common and distinct elements.  This panel shares insider perspectives on recent bank transactions, illustrating the broad range of issues, solutions and strategies to be considered by dealmakers in the sector.

9:00 AM – 9:30 AM
Keys To A Successful Integration
Joshua Carter, Partner, PwC
Patrick Hanchey, Partner, Alston & Bird LLP
Moderated by: Mika Moser, President, Bank Director
Once a bank decides to integrate a new technology or work with a fintech, what are the next steps?  What issues need to be considered and addressed prior to integration?  What are things to keep in mind as the two work together – cost, culture, talent and timing?  During this session, hear answers to these questions and receive sound advice on integrating a new technology.

9:30 AM – 9:45 AM
What Top Executives & Their Boards Shared With Us
Jack Milligan, Editor-in-Chief, Bank Director
Throughout the year, Bank Director asks officers and directors of financial institutions to share their thoughts on board-specific issues like mergers & acquisitions, compensation, managing risk, growth and strategic planning.  During this session, Bank Director’s Editor-in-Chief shares insights and trends on what we are seeing take place in the industry – and proposes thoughts on key issues you and your board should address in 2020 and beyond.

9:45 AM – 10:05 AM
Refreshment Break

10:05 AM – 10:50 AM
Breakout Sessions (select one)
Attendees have the chance to attend one of the following hot topic breakouts focused on recognizing emerging threats and taking new chances.

Breakout I: What Role Does a Trusted Compliance Partner Play in Your Bank’s Digital Transformation Strategy?
Ronny Chapman, President, Compliance Systems LLC
Erin Simpson, Executive Vice President & Chief Risk Officer, Encore Bank
Growing sustainable customer relationships requires your bank to focus on a comprehensive, digitally enabled experience.  A trusted compliance partner can provide industry thought leadership, guidance and technology to enable your organization’s digital transformation strategy.  Attend this session to learn how a proven compliance partner can help you advance your organization.

Breakout II: Responding to and Managing Government Investigations in the M&A Context
Rachel Copenhaver, Shareholder, Vedder Price
James Morrissey, Co-Chair, Financial Institutions Group, Vedder Price
Junaid Zubairi, Shareholder and Chair of the Government Enforcement & Special Investigations Practice, Vedder Price
This session addresses issues that may arise when a federal or state government investigation commences against either the buyer or seller during stages of a merger transaction including due diligence, negotiation of the definitive agreement, securing regulatory and shareholder approval and post-closing.  This panel also focuses on investigations emanating from the SEC, DOJ, State Attorneys General and bank regulatory agencies.

Breakout III: Merger Analytics Beyond Earnback – The Second Derivative
Patrick Koster, Managing Director, Investment Banking, Keefe, Bruyette & Woods, A Stifel Company
This session focuses on considerations key in understanding tangible book value earnback as well as other transaction metrics to watch and the implications of the use of cash in M&A. KBW provides insights on balancing these various pricing analytics versus subjective considerations based on years of experience working with some of the most sophisticated bank buyers and bank investors. Additionally, we explain these measures in the year’s M&A activity and expectations for future activity.

Breakout IV:  Smart Networks: Gain More from Your M&A Transaction with This Technology
Robert Mendez, Vice Chairman, BankOnIT, LLC
Smart bank CEOs and directors know how to address most M&A risks but struggle with the technology risk brought about by outdated bank technology networks.  Outdated networks are not intelligent; as the bank grows larger, more people, costs and resources are required to manage and secure the organization.  This leads to slower, less effective and less profitable acquisitions and growth.  Discover the competitive advantage of banks using intelligent networks.

Breakout V: Innovate or Die: How Product & Technology Investments Drive Strategic Decisions
Eileen Dignen, Head of Product Strategy, Treasury Management Product & Operations, The PNC Financial Services Group, Inc.
John Tull, SVP, Director of Strategic Finance and Treasurer, Atlantic Union Bank
Rick Weiss, Managing Director, The PNC Financial Services Group, Inc.
In this session, a panel of bankers and industry experts share insights and examples of how the cost of innovation continues to drive partnership and outsourcing decisions, M&A transactions and the need for capital.

Breakout VI: Beyond LIBOR: The Impact to Banks and Other Market Participants
Steve Hawk, Co-Founder & Co-CEO, Derivative Path, Inc.
Bryan McDonald, EVP & Chief Operating Officer, Heritage Bank
Melanie Wheeler, General Counsel & Chief Compliance Officer, Derivative Path, Inc.
LIBOR cessation is a prominent issue given the potential financial and operational disruption for trillions of dollars of outstanding loans, mortgages, bonds and derivative contracts linked to LIBOR.  In this session, regulatory and market momentum to accommodate LIBOR’s discontinuance are considered along with how financial institutions can best prepare for transitioning to a new benchmark.

11:05 AM – 11:35 AM
Learning from the Past & Preparing for the Future
David Ness, Vice President Innovation Research & Development, U.S. Bank
Derik Sutton, Vice President Product & Experience, Autobooks
David Koscheski, Director, US Financial Services Industry, Microsoft
Moderated by: Al Dominick, CEO, Bank Director
As we wrap up this year’s 26th annual Acquire or Be Acquired Conference, hear from experts in the industry as they share the lessons they have learned and their advice for moving forward.

11:35 AM – 11:40 AM
Closing Remarks
Al Dominick, CEO, Bank Director

1:00 PM – 6:00 PM
L. William Seidman Annual Acquire or Be Acquired Golf Tournament
Sponsored by:  FHLBank Atlanta and PwC
Enjoy the afternoon playing golf with your peers. While the tournament is FREE to registered conference attendees, space is limited. Reserve your spot today!

5:45 PM – 7:00 PM
Closing Peer & Guest Reception
Sponsored by:  FHLBank Atlanta and PwC
Attendees and their guests join in the fun to see who is this year’s winner of the L. William Seidman Golf Tournament!

Wednesday | JANUARY 29

5:00 PM – 7:00 PM
Exclusive Waste Management Phoenix Open Networking Reception
Sponsored by: Broadridge Financial Solutions, Inc.
Join Bank Director and Broadridge Financial Solutions, Inc. for an exclusive networking reception at the Arizona Biltmore. During the reception participants will have the opportunity to continue the conversation from the Acquire or Be Acquired Conference and pick up their Clubhouse credentials to attend the Open on the following day. Space is limited, and available on a first-come, first-served basis to the first 75 registrants.

Thursday | JANUARY 30

7:30 AM
Waste Management Phoenix Open
Sponsored by: Broadridge Financial Solutions, Inc.
Join Bank Director and Broadridge Financial Solutions, Inc. at the Waste Management Phoenix Open at the Fairmont Scottsdale Princess! The Open 1st round begins at 7:30 a.m. Credentials include complimentary continental breakfast, lunch buffet and an open bar. Available on a first-come, first-served basis to the first 75 registrants.