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THE ENERGY ECONOMY IN 2018 - JANUARY 24, 2018 - Holland & Hart LLP
JANUARY 24, 2018

THE ENERGY ECONOMY IN 2018
THE ENERGY ECONOMY IN 2018 - JANUARY 24, 2018 - Holland & Hart LLP
Natural Gas Update

     Presentation to:
 The Energy Economy 2018

            By:
       John Harpole

                      January 24, 2018
THE ENERGY ECONOMY IN 2018 - JANUARY 24, 2018 - Holland & Hart LLP
It is not a scarce resource anymore

                                  3
THE ENERGY ECONOMY IN 2018 - JANUARY 24, 2018 - Holland & Hart LLP
THE ENERGY ECONOMY IN 2018 - JANUARY 24, 2018 - Holland & Hart LLP
Fracturing Application Exploded

Source: Chris Wright, Liberty Resources Tuesday Lunch Club Presentation, 3/5/13

                                                                                  5
THE ENERGY ECONOMY IN 2018 - JANUARY 24, 2018 - Holland & Hart LLP
FIGURE 3
                                 UNITED STATES NATURAL GAS PRODUCTION

Billion Cubic                                                                                                 Actual Forecast
Feet Per Day                              Price Controls
 60

                                                            Section 29 Tax Credits
 55

 50

 45
                       Lower 48
                     Conventional
                   (Non-Associated)
 40
                                                                                                      Shale

 35

 30

 25

                                                                                              Tight
 20
                                                                  Gulf of
 15                                                               Mexico

 10
                Associated
                                                                                       Coalbed
   5

   0
   1945         1955            1965           1975           1985             1995          2005                 2015          2025

                                                                                                                                       6
                              Source: The Outlook for Oil and Gas, Henry Groppe, Groppe, Long & Littell, May 2017
THE ENERGY ECONOMY IN 2018 - JANUARY 24, 2018 - Holland & Hart LLP
Despite a price drop
                                   Historical Henry Hub Index Prices (1996-Current)
            $10.00

             $9.00

             $8.00

             $7.00

             $6.00
Per MMBtu

             $5.00

             $4.00

             $3.00

             $2.00

             $1.00

             $0.00
                     1996

                            1997

                                   1998

                                          1999

                                                 2000

                                                        2001

                                                               2002

                                                                      2003

                                                                             2004

                                                                                    2005

                                                                                           2006

                                                                                                  2007

                                                                                                         2008

                                                                                                                2009

                                                                                                                       2010

                                                                                                                              2011

                                                                                                                                     2012

                                                                                                                                            2013

                                                                                                                                                   2014

                                                                                                                                                          2015

                                                                                                                                                                 2016

                                                                                                                                                                        2017
                                                                                                                                                                               7
THE ENERGY ECONOMY IN 2018 - JANUARY 24, 2018 - Holland & Hart LLP
Source: Midstream to Markets: Oil Markets: Out of the Woods?, RBN Energy, The Energy Summit, August 23, 2017

                                                                                                               8
THE ENERGY ECONOMY IN 2018 - JANUARY 24, 2018 - Holland & Hart LLP
1990-2013: Wellhead total data from DI Desktop
2014-2025: Kinder Morgan forecast

                                                                                                                     9
                         Source: Kinder Morgan, 2015 Business Meeting: West Region Gas Pipelines, November 2, 2015
Dry Gas Production 5-Year Outlook

  Source: The New Normal(ization): Market Intelligence: FundamentalEdge Outlook, Bernadette Johnson, August 2017
                                                                                                                   10
Total Demand: 5-Year Outlook

                                                 US Demand by Sector

                                                         90

                                                         80

Demand for natural gas is expected to grow               70
significantly in the US over the next 5 years.

LNG exports leads demand growth, while
                                                         60
power demand and Mexican exports will also
contribute sizeable increases.
                                                         50
                                                 Bcf/d

Total demand is expected to increase by
almost 9 Bcf/d in 2021 over 2016.                        40

                                                         30

                                                         20

                                                         10

                                                          0
                                                                         2015                        2016                         2017                         2018                        2019          2020               2021

                                                                                        Rescom                 Ind           Other (Fuel)                  Power               LNG Exports           MX Exports

                                                                                                                                                                                                                Source: EIA, SNL, NOAA Weather

  11
  24       Efficiencies Strike Back
            The New Normal(ization)                      © 2017 Drillinginfo,
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                                                                                                                                                      properties   of their
                                                                                                                                                                of their     respective
                                                                                                                                                                         respective     companies.
                                                                                                                                                                                    companies.
FIGURE 7
                                   US NATURAL GAS EXPORTS
Billion Cubic
                                        Actual   Forecast
Feet Per Day
 28
                                                                             Total Export        • LNG      = 14.0 Bcfd
                                                                              Capacity           • Pipeline = 12.1 Bcfd

 24

 20
                                                                                                                    18.1

 16

 12

                                                                                LNG Exports
   8

                                                                                                                     5.3
   4                                                                               Pipeline
                                                                                  Exports to
                                                                                   Mexico
   0
   10

          11

                 12

                       13

                             14

                                   15

                                         16

                                                  17

                                                            18

                                                                  19

                                                                        20

                                                                               21

                                                                                      22

                                                                                               23

                                                                                                     24

                                                                                                             25
 20

        20

                20

                      20

                            20

                                  20

                                        20

                                                 20

                                                       20

                                                                 20

                                                                       20

                                                                             20

                                                                                    20

                                                                                            20

                                                                                                    20

                                                                                                           20
The Crystal Ball Price Forecast
  YEAR       WTI         HH
           ($/Bbl)   ($/MMBtu)

  2018      $55        $3.15

  2019      $60        $3.00

  2020+     $60        $3.00

                                  13
Conclusions: Natural Gas (cont’d)
• Pipeline flows across the country have already changed
  dramatically as a result of the Marcellus/Utica growth.
   – A de-bottlenecking in the Northeast should finally occur in
     4Q2017/1Q2018. Expect Northeast basis to tighten starting this
     winter
   – Bottlenecks in the Permian and Anadarko are emerging. In the
     Permian, gas needs to move East in order to reach growing LNG
     demand while in the Anadarko, the constraints are intra-basin
     and to interstate pipelines.
• Over the next 5 years, significant natural gas production
  growth is expected in the Permian, Anadarko,
  Marcellus/Utica and Haynesville. Significant demand
  growth is also expected, led by LNG exports.

                                                               14
Contact Information
       John Harpole
            President
        Mercator Energy
26 W. Dry Creek Circle, Suite 410
      Littleton, CO 80120
   harp@mercatorenergy.com
     (303) 825-1100 (work)
      (303) 478-3233 (cell)

                                    15
Holland & Hart Insights: The Energy
         Economy in 2018

                  Jeff Knupp
 Managing Director ‒ Tudor, Pickering, Holt & Co.
                JKnupp@tphco.com

                January 24, 2018
Agenda

1. Setting the Stage

2. Transaction Activity

3. Industry Activity & Investment

4. Equity Performance & Investor Sentiment

                                             17
Setting the Stage
    $120

    $110

    $100
                                                                                                              Current
                                                                                                              $63.38
      $90

      $80                                                                              2/11/2016
                                                                                         $26.19

      $70

      $60

      $50

      $40

      $30

      $20
       1/1/2011                 1/1/2012              1/1/2013   1/1/2014   1/1/2015   1/1/2016    1/1/2017       1/1/2018

___________________________________________________
                                                                                                                        18
Source: FactSet as of 1/19/2018.
Commodity Backdrop
                    Sentiment and Confidence Drive Values and Activity

                                                                               1/1/2016           12/1/2016            Current

                            $65
                                                                                        $62.02

                            $60
                                                                                                                       $58.24

                                                                                                                                                  $55.60                $55.32
      NY MEX W TI ($/bbl)

                                                                                                                                    $54.61
                            $55                                                                                                                                          $54.66
                                                         $53.57                                                                                 $53.64                   $54.19
                                                                                        $53.93                   $54.08
                                                                                                                       $51.96
                            $50
                                                                                              $49.36

                                                                    $46.06
                            $45

                                            $40.97
                            $40
                                       2016                       2017                    2018                    2019                     2020                     2021
                      E&Ps in a $60 world (E&P $469; WTI $60) – WTI is flirting with $60/bbl, closing at $59.60 yesterday, while our current long-term price deck sits at $51. As
                      inventories continue to draw, we expect the back end of the curve may continue to strengthen, so we took a look at our coverage universe at $60/$3
                      LT. The space becomes a NAV upside story again, moving to 47% upside on average vs. our current deck at 9%. On valuation multiples, our coverage
                      compresses to 4.1x in 2020 at $60 vs. 5.2x at our deck. Of our liquids-focused comp groups, the diversified SMID-cap names have the most room to run with
                      56% upside, on average, and 3.3x EV / EBITDA in 2020.

                      - TPH Research Morning Note (12/27/2017)

                                                                                                                                                                                    19
_______________________________
Source: TPH Research and FactSet as of 1/19/2018.
The US Upstream M&A Market
        A Fast Start to 2017 Slowed with Commodity Uncertainty

        2017 M&A Has Been Healthy YTD(1)                                                               A Return to “Normal” Big Deal Year
                                                                                                       # of Transactions > $500mm :
                        Avg. 2011-2013         2014         2015     2016         2017

     100                                                                                                                 $500mm - $1 Bn      > $1 Bn

                                                                                               $92.7
                                                                                                                       39
      90
                                                                                                                                      37

      80                                                                                                34
                                                                                                                                                       32
      70
                                                                                                               29
                                                                                                                       20
                                                                                               $63.1
                                                                                               $61.1                                                          26
      60
                                                                                               $58.9                                  21
                                                                                                                               24
                                                                                                        20                                             15
      50                                                                                                       13
                                                                                                                                                              10
                                                                                                                                9               18
      40

                                                                                                                                                 5
      30
                                                                                               $26.4

      20                                                                                                               19
                                                                                                               16                     16               17     16
                                                                                                        14                     15
                                                                                                                                                13
      10

        0
            Jan   Feb   Mar    Apr       May   Jun    Jul     Aug   Sep     Oct    Nov   Dec
                                                                                                       2010   2011    2012    2013    2014     2015    2016   2017

___________________________________________________
Source: IHS and Dealogic.
                                                                                                                                                                     20
(1) US resource transactions greater than $50 million.
Where are the Deals Getting Done?

                                                             Rockies
                                                                                                                            Appalachia
                                                                           $8.7 Bn
                                                                                                                                    $11.2 Bn

                                                   $4.2 Bn                                                           $6.5 Bn

                                                                                         Midcontinent
                                                    2016                     2017     $6.7 Bn
                                                                                                                      2016           2017

                                                                                                    $6.0 Bn

                                                       Permian
                                            $27.4 Bn                                   2016             2017

                                                                     $21.6 Bn

                                                                                                        Eagle Ford
                                                                                                                 $6.1 Bn

                                               2016                     2017                    $2.7 Bn

                                                                                                 2016                2017

___________________________________________________
Source: EIA play and basin definitions as of 2011, IHS and Dealogic, as of 1/19/18.                                                            21
(1) Non-US resource transactions greater than $50 million within LTM.
Who are the Buyers?
           Deal Volume by Buyers ($Bn)                                                   Deal Volume Detail
           Public Buyers Less Active in 2H 2017
                                                                                                           By Basin                          By Buyer
                                     Private           Public

                                                                                                         Other
                                                                                                          12%
                                                                                                Bakken                     Permian
                                                                                                  6%                         27%

                                                                                                                                                    Private

                                                                                  2017
                                                                                             Midcontinent                                             37%
                                                                                                 12%
                                                                                                                                         Public
                                                                                                                           Appalachia     63%
                                                                                               Eagle Ford                     13%
                                                                                                  12%
                                       $15
                                                                                                                 Rockies
                                                  $17                                                             18%

                                                                $12
                           $16
                 $9

                                                                                                   Other
                                                                                                    22%
                                                                      $6    $4
                                                                                                                               Permian              Private
                                                                                  2016
                                                                                             Bakken                              43%                  36%
                                                                                               3%
                                                                                             Midcontinent
     $1                                 $8                                                       11%                                     Public
                 $6                                             $6                                                                        64%
                                                      $6                    $6                 Eagle Ford
     $4                     $4                                        $5                           4%
                                                                                                     Rockies
                                                                                                       7% Appalachia
                                                                                                             10%

  Q1 2016 Q2 2016 Q3 2016 Q4 2016 Q1 2017 Q2 2017 Q3 2017 Q4 2017
                                         % Private
     84%        42%        20%         35%       26%            35%   45%   61%

___________________________________________________
                                                                                                                                                              22
Source: Dealogic, IHS as of 1/19/18.
Funding: Where does the Money Come From?
        Record Upstream Funding in 2016 Screamed to a Halt in 2017

        Annual Upstream Equity Issuances Since 2012 ($Bn)                                   Annual Upstream Debt Issuances Since 2012 ($Bn)

                                                                                            $53

                                                            $33                                              $32
                                                                                                      $28             $26            $28
                                                                                                                              $23
                       $14         $16          $15
           $10
                                                                   $7
                                                                             $0                                                                  $1

          2012         2013        2014        2015         2016   2017 2018 YTD            2012      2013   2014     2015    2016   2017        2018
                                                                                                                                                 YTD

        Quarterly Equity Issuances Since 2016 ($Bn)

                                                                           Energy    Upstream

                 $11
                                                       $9                            $4
                                    $7                              $7

                                                                                    $14             $1
                 $13                $11               $12           $11                                                       $1
                                                                                                    $7         $1
                                                                                                                              $5            $0
                                                                                                               $4                           $2
               Q1'16               Q2'16              Q3'16        Q4'16            Q1'17          Q2'17      Q3'17          Q4'17      Q1'18

___________________________________________________
                                                                                                                                                        23
Source: Dealogic, IHS as of 1/19/18.
PE “Dry Powder” Still Near Record Levels… Directed to Energy

                     North American Natural Resources-Focused Private Equity Dry Power
                                                                                                                               ~$120bn of investable capital
                     $80                                                                                                      focused on natural resources at
                                                                                                                             present assuming 1.0x debt/equity

                     $70                                                                                                                          $67
                                                                                                                                          $63
                                                                                                                                  $61
                     $60                                                                                                                                   $58

                                                                                                                          $52
  Dry Powder ($Bn)

                     $50
                                                                                                                   $43
                                                                                      $40
                     $40                                                                      $38
                                                                                                     $35
                                                                         $30                                $31
                     $30                                    $27

                     $20
                                               $14
                                   $9
                     $10    $7

                      $0
                           2003   2004        2005         2006         2007         2008     2009   2010   2011   2012   2013   2014     2015    2016    2017

___________________________________________________
Source: Preqin.
                                                                                                                                                                 24
Note: “Dry Powder” defined as capital committed by / raised from LPs, but not yet invested.
Energy Investor Sentiment: Dislocation from the Broad Market
        Apathy for 3 Quarters of 2017 Starting to Turn Around

                                                               S&P 1500 Energy Relative to S&P 500

                              1.30                                                                                  $70

                              1.20                                                                                  $60

                              1.10                                                   9%                             $50

                                                                                     $46.07
        Indexed Performance

                              1.00                                                                                  $40

                                                                                                                          WTI Crude
                              0.90                                                                                  $30

                                                                                     (20%)

                              0.80                                                                                  $20

                              0.70                                                                                  $10

                              0.60                                                                                  $0
                                 Jan-17               Apr-17                Jul-17                Oct-17   Jan-18

                                                                  S&P 500   S&P 1500 Energy   WTI Crude

___________________________________________________
                                                                                                                              25
Source: Factset as of 1/19/2018.
Energy Investor Sentiment: Dislocation from the Broad Market
        Apathy for 3 Quarters of 2017 Starting to Turn Around

                                                               S&P 1500 Energy Relative to S&P 500

                              1.30                                                                                  $70
                                                                                                             25%

                              1.20                                                                                  $60
                                                                                                           $62.38

                              1.10                                                                                  $50

                                                                                                               1%
        Indexed Performance

                              1.00                                                                                  $40

                                                                                                                          WTI Crude
                              0.90                                                                                  $30

                              0.80                                                                                  $20

                              0.70                                                                                  $10

                              0.60                                                                                  $0
                                 Jan-17               Apr-17                Jul-17                Oct-17   Jan-18

                                                                  S&P 500   S&P 1500 Energy   WTI Crude

___________________________________________________
                                                                                                                              26
Source: Factset as of 1/19/2018.
Investors Starting to Make Money Again

                                                                                           Q1 - Q3         Q4       FY 2017

                                     19%
                                                                                                       17%
                                                                                                                                                                         15%
               13%                                                                                                12%

                                                                                                                                               9%
                                                                  8%
                           6%

                                                                                                                                                                               1%

                                                                                            (4%)
                                                                                                                                                          (6%)
                                                                            (9%)

                                                                                                                                                                 (12%)
                                                                                                                                  (14%)
                                                     (16%)

                      S&P 500                               S&P E&P                                    WTI                             Large-Cap                     Permian
                                                                                                                                      Independent

___________________________________
Source: FactSet as of 1/19/18.
Note: Permian equities include: CPE, CDEV, CXO, FANG, EGN, HK, JAG, LPI, MTDR, PE, PXD, REN and RSPP; Large-Cap Independent equities include: APC, APA,
                                                                                                                                                                                    27
COP, DVN, ECA, EOG, HES, MRO, MUR and NBL.
Conclusions
Reflecting on 2017                                Questions as We Look Forward to 2018

 2016 was “the year of the Delaware”              How long will “backwardation” last?

 M&A carried-over into 2017 as several large,     Will investors get back in the game to fund
  corporate, Permian deals started the year off     growth and M&A?
  fast
                                                   Are we finally set-up for basin and/or corporate
 Activity slowed with commodity uncertainty        consolidation?

 Investor apathy characterized the first 3        Can any basin dethrone the Permian?
  quarters

 4Q brought signs of life and a return to
  normalcy

                                                                                                   28
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                                                                                                                                                       29
THE ENERGY ECONOMY IN 2018:

ELECTION IMPACTS ON ENERGY
 REGULATORY ENVIRONMENT

        JON ANDERSON
      HOLLAND & HART LLP
OVERVIEW

      • Federal: Election Impacts on Federal
        Regulation

      • State: Election Impacts on Western State
        Regulatory Environment

      • Colorado: Election Impacts on Colorado
        Regulatory Environment

 31
HOLLAND & HART PERSPECTIVE

                             DC
                             Office

 32
FED: OVERSIZED IMPACT ON WESTERN U.S.

 33
FED: REGULATORY ENVIRONMENT

 34
FED: IMMEDIATE ACTIONS: O&G PIPELINES

      Pipeline Projects

      • Dakota Access Pipeline
        – Corps granted Easement on Feb. 7, 2017 to construct
          under Missouri River
        – Reversed earlier decision to require additional
          environmental analysis
        – Oil began flowing on June 1, 2017

      • Keystone Pipeline
        – Would transport crude from Canadian tar sands to
          U.S. refineries
        – Department of the State issued Presidential Permit for
          border crossing on April 4, 2017

 35
FED: EXECUTIVE BRANCH ENERGY DEVELOPMENT POLICIES

      • Global Policy Mandate: Review of all Agency Actions that
        “Burden the Safe, Efficient Development of Domestic Energy
        Resources”

      • Executive Action: Rescission of Climate Change Executive
        & Agency Guidance

      • O&G Regulations
         – EPA Methane Rule
         – BLM Venting & Flaring Rule
         – BLM Fracking Rule

      • Clean Power Plan: Rollback

      • Coal Regulations: Stripping away Obama-era policies

 36
FED: RENEWABLES IN TROUBLE?

      • High Anxiety: Incoming Trump
        Administration did not have clear or
        consistent positions on renewable sector.
        But certain odd statements made them
        nervous:

      • Trump: "I know a lot about solar — I love
        solar. Except there's a problem with it. It's
        got a lot of problems with it. One problem
        is it's so expensive."
 37
FED: SOLAR

      • January 22, 2018: Trump announces up
        to 30% tariff on imported solar equipment.

      • Impact: U.S. solar industry currently relies
        on imports for 80% of supply.

      • Industry Setback: $28 billion U.S. solar
        industry projects major retraction.

 38
FED: WIND

      • Wind Credit Tax Target: Initially, it was
        assumed that the fiscal tax reform
        measure would curtail generous wind tax
        credits.
      • Wind Industry Spared: The full Wind
        Production Tax Credit (PTC) was
        preserved, a different provision restricting
        foreign investment in wind (Erosion Anti-
        Abuse Tax (BEAT)) was scaled back, and
        the alternative minimum tax was removed.
 39
FED: RENEWABLE

• Why has Wind been spared?

      Wind Projects by State’s Trump won:
             Trump:   Non: Trump

 40
FED 2018: BOTTOM LINE

      • Effective on Energy: Like him or not,
        President Trump has taken concrete actions
        to promote traditional energy development
        and decrease the regulatory burdens.

      • Unknowns:
        – Will a Chamber flip to Dem Control in 2018?
        – Will GOP retain White House in 2020?

      • Assumption: Small Window of Opportunity

 41
STATES: 2018 ELECTIONS WILL HAVE IMPACTS

 42
STATES: 2018 ELECTION OUTLOOK

      • Thirty-Six states will hold elections for
        governor in 2018.

      • Meaning that almost three-quarters of the
        nation's gubernatorial seats will be
        contested.

      • 17 States will have Governor vacancies
        where the incumbent is not running.
 43
STATES: GOP FACES ELECTION HEADWINDS

      • Midterm Elections: Historically, strong
        shift against sitting President’s party.

      • Strong Indicators for 2018:
        – On generic ballot, Democrats have biggest
          lead (+6 to +11) over Republicans since 2006.

        – Trump’s approval rating stands at an historical
          low (35%-39%) according to recent polls.

 44
STATES: ROCKY MOUNTAIN’S HIGH TURNOVER

     NEVADA                        New Mexico
     Term-Limited                  Term-Limited

                    COLORADO
                    Term-Limited

                                   WYOMING
     IDAHO
                                   Term-Limited
     Not Running

45
COLORADO: HIGHER IMPLICATIONS

  •   Focus on Colorado Elections: Colorado sticks out as the
      critical Mountain West State in 2018:

      •   Home to Significant Energy Resources.

      •   Historically, partisan divide on state energy policies.

      •   Democrat Governor candidates have made energy
          policy a priority

      •   One Senate seat away from Democrat Trifecta
          (Governor, House, and Senate)

  •   Bottom Line: If Colorado Democrats take over all three
      chambers, Colorado energy policy will be impacted.

 46
COLORADO: GOVERNOR ELECTION

      • Dems: Leading Democrat Governor
        Candidate Led 2014 Fracking Ban
        Movement. Two Democrat candidates have
        proposed 100% Renewable Energy Portfolio
        Standard by 2040.

      • Republicans: Leading GOP Candidates
        have made O&G industry support a focus.

      • Colorado Trend: Colorado GOP Registration
        down 5% since 2014.

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COLORADO: LEGISLATIVE ELECTIONS

      • Democrats Close to Trifecta: Colorado
        GOP only controls the State Senate – by a
        slim 18-17 majority.

      • Dem Advantage: Dems have NO open
        seats in districts carried by Trump.

      • Critical Seats: Two GOP Senate seats
        are in districts with Dem registration
        advantages (SD-16 and SD-24).
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COLORADO: SIGNIFICANT IMPLICATIONS

      • Single Party Rule: If Democrats win Governor,
        House and Senate in 2018, Colorado’s energy policy
        will be severely impacted.

      • Energy Key Political Issue: Democrat field focused
        on policies that aggressively boost renewable
        resources and challenge traditional resources.

      • Colorado Energy Development Will be Impacted:
        Regardless of where you stand on issue, energy
        development will be a top issue in Colorado’s 2018
        election.

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CONTACT

      Jon Anderson

      Phone: (303) 295-8566

      Email: jmanderson@hollandhart.com

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NEXT SESSION IN OUR INSIGHTS SERIES

        CRISIS MANAGEMENT & COMMUNICATIONS – MARCH 13

        When a major health, safety, environmental, or other critical
        incident occurs, a chain of events rapidly unfolds. Almost every
        decision made in response will have significant consequences for
        the legal issues that arise—such as government investigations and
        third-party litigation. When a crisis occurs, companies must
        respond swiftly and decisively.

        Join us at the next session to learn insights and strategies so you
        can be prepared.

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