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Webcast Guidelines The audience is in listen-only mode. Please questions via the Q&A panel box. Select audience questions will be answered during the last five minutes of the program. WebEx customer support:

MODERATOR David Marcus Senior Writer The Deal

EXPERT PANEL A. Thompson Bayliss Partner Abrams & Bayliss LLP

EXPERT PANEL Joseph E. Gilligan Partner Hogan Lovells

EXPERT PANEL Gregory Varallo, Partner, Executive Vice President Richards, Layton & Finger

New chief justice of Delaware Supreme Court and chancellor of Court of Chancery

As night follows day: Multi- jurisdictional M&A litigation, the judicial attempt to curb it, and ways to defuse it

A greenfield for shareholder plaintiffs: Appraisal arbitrage

Love me tender: DGCL 251(h) and its implications for deal structure

Stapling (more) safely: Stapled financing after Del Monte

Director double-dipping: The legality of outside payments to directors

A trap for unwary sellers: the Great Hill case

Delaware goes to Washington: the battle over arbitration

AUDIENCE Q&A

Thank you for joining the webcast The replay link will be on The Deal’s website early next week