Tuesday, augusT 13, 201312:15 p.m. - 4:15 p.m.

KutaK RocK llp, 1650 FaRnam StReet, omaha, ne 68102

RsVP by Tuesday, augusT 6: online at www.KutaKRocK.com/agSeminaR

oR contact liSa ludwig at liSa.ludwig@KutaKRocK.com, oR call (402) 346-6000

Current IssuesFacing Agribusiness:

Managing Risk

CLE for In-HousE CounsEL and aLL agrIbusInEss stakEHoLdErs

pReSentS

KuTaK RocK llP

A F r e e C o n t i n u i n g L e g A L e d u C A t i o n S e m i n A r

RegiSteR online: www.KutaKRocK.com/agSeminaR

12:15 p.m. (CST)

1:30 p.m.

3:15 p.m.

3:00 p.m.

agenda and ToPics include:

12:45 p.m.

RegiSteR online: www.KutaKRocK.com/agSeminaR

2:15 p.m.

2:30 p.m.

Lunch and Registration

Lessons Learned: EthanolJoyce Dixon, Jeff Wegner and Joe Kavan

Ms. Dixon, Mr. Wegner and Mr. Kavan will discuss the challenges and practice pointers associated with acquisitions of distressed ethanol facilities. The discussion will include credit issues, bankruptcy and credit rights issues, permitting and protection techniques. The presenters will discuss contractual issues relating to supply, storage and marketing agreements and current challenges related to facilities with older technologies. The current environment with respect to the variety of state and federal regulatory authorities will also be discussed.

Environmental Implications in Agriculture:Things That Can (and Do) Go Bump in the NightBarry Steinberg

Public and regulatory sensitivity to the environmental and public health implications of practices of the agriculture industry has resulted in heightened scrutiny of the industry. The scrutiny focuses on life cycle considerations of both the food/commerce chain and the waste stream generated by agricultural practices. Waste impoundments, drug and chemical additives, groundwater contamination, aerial and surface water migration of pesticide applications to adjacent or downstream property—these all have implications for regulatory enforcement as well as civil and criminal liability. Antibiotics used in the cattle, swine and poultry sector of the industry raise concerns about drug-resistant bacteria. Pesticides applied to crops are of concern for human health, particularly for sensitive populations including children, pregnant and lactating women and the elderly. Waste runoff from large hog farms to navigable waters of the United States has resulted in criminal convictions, large fines and prison terms.

Break

Current Topics: Litigation RisksBrian Buescher

Mr. Buescher will discuss current litigation trends and risks facing a variety of agribusinesses. Mr. Buescher’s presentation will touch on the potential pitfalls with respect to laws regarding oral agreements and oral agricultural leases, breach of contract claims involving failure to deliver agricultural commodities, use of undercapitalized companies as responsible entities on ag contracts, potential limits on use of agricultural land due to the existence of endangered species or water restrictions, the potential impacts of environmental or conservation easements on future use, and increased environmental regulation and enforcement on agricultural interests.

Online Ethical Considerations for AgribusinessAmy Van Horne

Companies are venturing online and into the world of social media in increasing numbers. These new opportunities also present new challenges. For example, the Internet provides new avenues for advertising of products but also provides new challenges related to false claims about companies that can be widely disseminated in a very short period of time. Ms. Van Horne will present potential ethical and legal issues that arise when agribusiness companies enter into these new environments.

Emerging Trends and Key Issues in Product Recall & Contamination Risk ManagementBernhard Steves

Mr. Steves will discuss how changes in the regulatory environment relating to product safety have influenced product recall and contamination insurance. This discussion will include key elements of a proper risk management program designed to minimize the exposure and effects of a contamination event. This overview will include a review of policy terms, new coverage enhancements, market capacity and carriers, as well as the value-added benefits of crisis consulting services and claims and crisis management services.

Closing Reception4:15 p.m.

PResenTeRs: Joyce A. Dixon guides corporate and financial institution clients in unique, complex transactions. She concentrates in the areas of asset securitization and has pioneered the development of securitization structures (particularly trade receivables and agricultural equipment

loans and leases). Her practice also includes commercial loans, cross-border finance, agricultural lending and Chapter 11 exit and debtor-in-possession

financing. She also assists financial institution clients with regulatory compliance matters and the creation and implementation of new products. Ms. Dixon has served as outside senior legal advisor on corporate issues for numerous companies, including those in the agribusiness industry, assisting them in contract review, regulatory compliance, borrowing and lending transactions, and the structuring and collection of trade receivables. Ms. Dixon practices in the Kutak Rock Omaha office.

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Amy Van Horne is a member of the firm’s litigation department. She focuses her practice on food product liability defense. In addition to her food product liability practice, Ms. Van Horne also focuses on general litigation, including personal injury, wrongful death, and

general product liability disputes. Ms. Van Horne has also advised clients on compliance with FDA and USDA regulations and food product market withdrawals and product recalls. Ms. Van Horne is licensed to practice in the state and federal courts of Iowa and Nebraska and practices in the Kutak Rock Omaha office.

Brian C. Buescher leads the firm’s agribusiness litigation team and represents local and national clients in a large variety of litigation and general advice matters related to agribusiness. Mr. Buescher’s agribusiness experience includes food products issues,

environmental issues, agricultural real estate, products liability, various disputes involving agricultural fertilizer, breach of contract and breach of warranty matters, bankruptcy and insolvency matters, banking issues, insurance matters, waste

management issues, water quality matters and railroad matters, among other areas. He also has experience as lead counsel in class action lawsuits. Mr. Buescher is active politically in Nebraska and occasionally provides assistance to clients on government relations matters in Nebraska at the state and local level, particularly with regard to agricultural issues. Mr. Buescher is licensed to practice in the state and federal courts of Nebraska and Iowa and the United States Court of Federal Claims. Mr. Buescher practices in the Kutak Rock Omaha office.

Jeffrey T. Wegner focuses his practice on the representation of lenders, lessors and committees in bankruptcies, workouts and bankruptcy-remote financings. He has represented clients

in bankruptcy courts in 30 jurisdictions in cases involving a wide range of transactions, including commercial real estate financings, asset-based

lending and real estate and lease financings. Mr. Wegner additionally has represented entities making acquisitions through bankruptcy proceedings as well as postpetition lenders. He is actively involved in structuring lending transactions through the use of bankruptcy-remote vehicles. Mr. Wegner practices in the Kutak Rock Omaha office.

Barry P. Steinberg is a former Chief of the U.S. Army Environmental Law Division and former Chief of the U.S. Army Litigation Division at the Pentagon. He concentrates in national security matters associated

with environmental contamination, military personnel, base closures and reuse and related issues. Mr. Steinberg served as a military judge, presiding over several thousand courts-martial. In his two assignments at the Pentagon, Mr. Steinberg served as the chief judge advocate personnel officer; a litigation branch chief for military personnel, civil litigation; and Chief of the Army’s Litigation Division, where he was responsible for contract, military and civilian

personnel and tort litigation brought against the Army and its agents. Mr. Steinberg was the senior uniformed lawyer responsible for environmental litigation involving Rocky Mountain Arsenal, Twin Cities Army Ammunition Plant and other civil and criminal litigation, including toxic torts, environmental crimes, environmental liability of government contractors and state environmental enforcement authority concerning federal facilities. Colonel Steinberg is admitted to the United States Supreme Court, several federal circuit courts of appeals and state supreme courts, the United States Court of Federal Claims and various federal district courts. Colonel Steinberg practices in the Kutak Rock Washington D.C. office.

Joseph O. Kavan represents private and public companies, investment banks and financial institutions in energy, corporate, finance and taxation matters, including mergers and acquisitions, debt financings, participation and syndications, real estate

syndications and corporate debt and equity finance. His practice involves providing representation and advice concerning all aspects of energy project

finance, corporate and real estate finance, corporate structuring and project finance and development. Mr. Kavan’s practice also involves rendering advice to developers, investors, bankers and sponsors involved in energy facilities, telecommunications, real estate, agriculture and financial institutions. He is admitted to practice in Nebraska and the United States Tax Court. Mr. Kavan practices in the Kutak Rock Omaha office.

Bernhard Steves is the Managing Director of Aon Risk Services Crisis Management Practice based in Chicago, IL. He is recognized as one of the country’s leading product recall, contamination, and food borne illness insurance specialists.

With more than twenty years experience in this specialty risk management niche, Mr. Steves has worked with some of the largest companies in the United States and Canada, including numerous Fortune 500 companies, to address product recall, contamination, and food borne illness exposures.

His background includes years of experience from both the underwriting and specialty brokering disciplines having specialized in this field since 1987. He is a frequent author and speaker on the topics of product contamination and recall insurance. Mr. Steves is a graduate of the University of Arizona and holds a Masters in International Management from the American Graduate School of International Management (Thunderbird) and is fluent in german. He is a licensed insurance producer and a licensed surplus lines insurance producer.

Steven P. Amen has represented issuers, underwriters and venture capital firms in connection with public and private equity and debt securities offerings. Mr. Amen also represents buyers and sellers

in corporate mergers and acquisitions for both private and public companies.

His clients include companies involved in agribusiness manufacturing, biofuels, beef processing and agricultural land acquisition. He has also represented a $100 million private equity fund that invested in agribusiness enterprises in the former Soviet Union. Mr. Amen practices in the Kutak Rock Omaha office.

RegiSteR online: www.KutaKRocK.com/agSeminaR