Delivering for Best-in-Class Wholesaler-Distributors

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Virtual Roundtable – May 12, 2021

Daniel (Dan) Lett, General Counsel for Bunzl Distribution USA, talks with Adam Isenberg, NAW Vice President – Corporate Relations, about the value of participating in the semi-annual NAW Billion Dollar Chief Legal Officer (CLO) Roundtable.

The NAW Billion Dollar Company Chief Legal Officer Roundtable for direct members was created as a new mechanism for the Chief Legal Officers of large distribution enterprises to network with non-competing peers in multiple lines of trade on key finance issues.

Similar to other billion dollar roundtables NAW has created for the CIO, CFO, Operations, and CHRO, this by invitation only roundtable is composed of executives from billion dollar companies that meet in Chicago two times per year. This highly interactive group consists of the SENIOR-MOST legal executives. The annual fee is $1,800 per member, which covers meeting costs of four events in a twelve month cycle. Participants are expected to cover the cost of their hotel and travel. Once the annual fee is paid, there are no additional fees to attend the meetings, which will last one day beginning with a reception and dinner the evening before.

The participating companies can also name an alternate who can take the place of the Legal Executive, should that person be unable to attend the scheduled meeting.

If you would like to learn more, please contact Tara Mostatab at 202.263.4080 or

Eligibility: Companies with $1B+ in annual revenue.
The NAW Billion Dollar Roundtable is the only opportunity that provides networking and benchmarking exclusively with other top executives of non competing, like-sized Wholesale-Distribution companies.

NAW Billion Dollar Company Virtual CLO Roundtable Agenda

Virtual Roundtable - May 12, 2021

1:30 PM – 1:40 PM

1:40 PM – 2:20 PM
Opening Session & Discussion
California Proposition 24: The new rules for consumer privacy

Brian Hengesbaugh, Partner and Chair of Global Data Privacy & Security, Baker & McKenzie

Mike DeFranco, Partner and Chair of Global M&A Practice Group, Baker & McKenzie

California voters approved Proposition 24: the California Privacy Rights Act (“CPRA”) in November 2020.  The CPRA, which amends the California Consumer Privacy Act (“CCPA”), establishes the first comprehensive privacy legislation in the United States. These privacy laws are drafted broadly (similar to EU-style data protection laws) and will apply to personal information about B2B customer contacts (such as distributor contact information), internal human resources (HR) personal information, and common B2B marketing activities. Our presenter, Brian Hengesbaugh, is global chair of privacy and security at Baker McKenzie, and will bring his 25+ years of experience in the area to provide practical guidance as to how wholesale-distributors should approach this significant new privacy legislation in the US.


Brian Hengesbaugh is Chair of the Firm’s Global Data Privacy and Security Business Unit, a Member of the Firm’s Global IP Tech Steering Committee, and a Member of the Firm’s Financial Institutions’ Group. Brian is listed in The Legal 500 Hall of Fame and was recognized as a Regulatory & Compliance Trailblazer by the National Law Journal. He is also listed as a Leading Lawyer for Cyber law (including data protection and privacy) in The Legal 500 and is listed in Chambers. Formerly Special Counsel to the General Counsel of the US Department of Commerce, Brian played a key role in the development and implementation of the US Government’s domestic and international policy in the area of privacy and electronic commerce. In particular, he served on the core team that negotiated the US-EU Safe Harbor Privacy Arrangement (Safe Harbor), and earned a Medal Award from the US Department of Commerce for this service. In addition, Brian participated on behalf of the United States in the development of a draft Council of Europe Treaty on Cyber Crime, and in the negotiation of a draft Hague Convention on Jurisdiction and the Recognition of Foreign Judgments. Brian has been quoted in the Wall Street Journal, New York Times, Forbes, CNET, Slate Magazine, Compliance Weekly, BNA Bloomberg, PCWorld and other news publications on global privacy and security issues.

Brian provides advice on global data privacy, data protection, cybersecurity, digital media, direct marketing information management, and other legal and regulatory issues. He focuses on these issues in the context of: (i) advisory matters, such as new privacy and security laws and regulations (e.g. GDPR, CCPA, HIPAA, GLBA and others), as well as technology transformations related to IoT, blockchain, mobile, cloud, data monetization, and other initiatives; (ii) transactional matters, such as mergers & acquisitions, sourcing, distributor, business partner, and other third party arrangements; and (iii) crisis matters, such as data security events, regulatory and governmental inquiries related to privacy and security issues, internal investigations, and litigation-related matters.

Brian’s practice covers privacy and information management, with emphasis on regulatory and transactional issues, including data security and information technology, privacy and data protection, sourcing, digital and electronic signatures, email and telemarketing, social media, cyber crime, and jurisdiction and the enforcement of foreign judgments.

Professional Honors

  • Legal 500 Hall of Fame
  • Leading Lawyer in Technology: Cyber law (including data protection and privacy), Legal 500 USA, 2009-2017
  • Regulatory & Compliance Trailblazer, National Law Journal, 2015
  • Recognized in Privacy and Data Security Law, Best Lawyers in America, 2016-2017

Professional Associations and Memberships

  • American Bar Association – International Law Section
  • International Association of Privacy Professionals (IAPP) – Former Advisory Board Member

Michael F. DeFranco currently serves as Chair of the Firm’s Global M&A Practice Group. He advises clients on transactional matters, including mergers and acquisitions, securities law compliance, corporate governance issues and disclosure concerns. His extensive experience includes representing multinational companies in both public and private acquisitions and divestitures.
Practice Focus

Mr. DeFranco concentrates on mergers and acquisitions, corporate finance as well as general corporate and securities matters. He represents buyers, sellers and their financial advisers in a wide variety of transactions — including negotiated and contested public and private acquisitions and divestitures, cross-border transactions (both inbound and outbound) and other strategic alliances. Mr. DeFranco also advises public companies on various governance and compliance issues.

2:20 PM – 2:30 PM

2:30 PM – 3:10 PM
General Session & Discussion

California’s Third Way – Proposition 22 and its Implications for Preserving Independent Contractor Status for Drivers and other Workers

Robert “Bob” Roginson, Managing Shareholder, Ogletree Deakins

In 2020, California voters approved Prop 22, which was sponsored by Uber, Lyft, DoorDash and other app-based driver and delivery companies.  Prop 22 preserved the independent contractor status of app-based drivers operating in California.  In addition, Prop 22 enacted labor and wage policies that are specific to app-based drivers and companies, including a guaranteed earning floor, hours worked restrictions, health care subsidies, work-related injury insurance, and other benefits.

We will discuss:

  • The features and obligations of Prop 22 as a third type of worker, beyond independent contractor or employee;
  • What type of company and worker does Prop 22 apply to and can it apply to the warehouse and logistics industry?
  • What does Prop 22 mean for the future of the worker in California and will it change the direction of the warehouse and logistics industry?


Robert Roginson is the Managing Shareholder of the Los Angeles Office and Chair of the Firm’s Trucking and Logistics Industry Group. His practice focuses on all aspects of California and federal wage and hour and pay practice counseling and class action defense.

Mr. Roginson represents employers in administrative agency investigations and state and federal class action litigation. Mr. Roginson has defended dozens of employers, motor carriers, and other companies in class actions and PAGA lawsuits involving a variety of allegations, including worker misclassification, meal and rest period violations, reimbursement claims, off-the-clock claims, and record keeping violations. He also counsels employers and companies on California and federal wage and hour and pay practice laws, federal preemption matters, prevailing wage laws, project labor agreements (PLAs), labor relations and union matters. Mr. Roginson is regarded by clients as a trusted strategic advisor focused on developing effective and practical solutions to complex legal employment challenges. He is adept at developing compliant policies and practices to avoid and minimize litigation.

3:10 PM – 3:20 PM

3:20 PM – 4:00 PM
Closing Session & Discussion

Product Liability Risk Transfer Best Practices for the Wholesale Distribution Industry – Focus on Insurance Requirements and Additional Insured

Michael Burg, CPCU, Area President – Wisconsin, Gallagher

Linda Pierce, Area President – California, Gallagher

The role of and services offered by the wholesale distributor in the supply chain continues to evolve and expand. Expanded services include, but are not limited to, kitting, assembly, direct importing, private label, post-sale service and installation, and engineering services. This evolution has a direct impact on product liability exposures and the strategies to mitigate and transfer risks to suppliers. We’ll address the issue from two key perspectives:

  • Insurance Requirements and Additional Insured – discuss best practices for insurance requirements including additional insured provisions in light of the expanding role of the wholesale distributor.
  • Risk Transfer at the Time of Claim or Suit – identify key considerations and best practices to capitalize on risk transfer and claim tender opportunities.


Michael Burg is the Area President of Gallagher’s operations in Wisconsin and also the Managing Director of Gallagher’s Manufacturing Practice in the United States. He has a particular focus on manufacturers and wholesale distributors who have complex risk management and insurance issues. Michael is often involved in building and implementing strategies to improve risk transfer and address contractual liability concerns. He is fortunate to work directly with several active member of the NAW. Michael will lead the first half of the discussion focusing on best practices for insurance requirements and additional insured to support wholesale distributors in product liability risk transfer.

Linda Pierce is an Area Executive Vice President of Gallagher’s operations in California and a Regional Leader of Gallagher’s Claims Advocacy practice in the Northwest. Linda joined Gallagher in 2007 and has experience working on complex and disputed claims including products liability. Prior to joining Gallagher, Linda was in practice as a litigation attorney and handled civil cases through trial and appeal. She currently serves on the Board of the local chapter of the CLM, and she speaks frequently to professional organizations. Linda will lead the second half of the discussion focusing on key considerations and best practices at the time of claim or suit.

4:00 PM – 5:00 PM
Open Discussion
Our agenda includes an open discussion where you can raise any issue you would like and have the group provide their thoughts. Please come prepared with two questions or issues you are trying to solve that you would like to ask your peers. You will have the chance to go “around the screen” during the roundtable and ask your specific question (or two) to your CLO peers.

5:00 PM

Wholesale distribution companies participating in the Spring 2021 Billion Dollar CLO Virtual Roundtable:

  • A B C Supply Co Inc
  • A D I
  • Bunzl Distribution USA Inc
  • Dot Foods Inc
  • Grainger Inc
  • PetroChoice Lubrication Solutions
  • S R S Distribution Inc
  • Uline
  • Wilbur-Ellis

NAW Billion Dollar CLO Roundtable Members and/or Participants of 2020 Roundtables

  • ABC Supply Co Inc.
  • Brenntag
  • Bunzl Distribution USA Inc
  • City Electric Supply
  • Core & Main
  • Do It Best
  • Dot Foods Inc
  • Grainger
  • Graybar Electric Co Inc
  • McLane
  • MRC Global
  • MSC Industrial
  • PetroChoice
  • Republic National Distributing Co Inc
  • SanMar Corp
  • Smith Drug Co/Div JM Smith Corp
  • Sonepar USA
  • SRS Distribution
  • True Value
  • Uline
  • Wilbur-Ellis

The following wholesale distribution companies have attended previous NAW Billion Dollar CLO Roundtables:

  • ABC Supply Co Inc.
  • ADI Global
  • Avnet
  • Ben E. Keith
  • Boise Cascade
  • Border States Electric Supply
  • Brenntag
  • Bunzl Distribution USA
  • Consolidated Electrical Distributors Inc.
  • Core & Main
  • Do It Best
  • Dot Foods
  • Essendant
  • Ferguson Enterprises
  • Grainger
  • Gordon Food Service
  • Grainger
  • Graybar
  • McLane Co Inc
  • MRC Global
  • MSC
  • Patterson Companies
  • PetroChoice
  • Pool Corp.
  • PrimeSource
  • ProBuild
  • Rexel
  • SRS Distribution
  • Sysco
  • True Value Company
  • Uline
  • United Stationers Inc.
  • US LBM Holdings

The Billion Dollar CLO Virtual Roundtable will take place via Zoom Meetings. Once registered, you will receive the Zoom meeting information.