Fri.Jun 07, 2024

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Letter in Opposition to the Proposed Amendment to the DGCL

Harvard Corporate Governance

Posted by Sarath Sanga (Yale Law School), Gabriel Rauterberg (Michigan Law School), and Eric Talley (Columbia Law School), on Friday, June 7, 2024 Editor's Note: Sarath Sanga is a Professor of Law and Co-Director of the Center for the Study of Corporate Law at Yale Law School, Gabriel Rauterberg is a Professor of Law at the University of Michigan Law School, and Eric Talley is the Isidor and Seville Sulzbacher Professor of Law at Columbia Law School.

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Bullish Sentiment Soars For Robinhood As Stock Rises With Bitstamp Acquisition

Benzinga

Robinhood Markets Inc (NASDAQ: HOOD ) closed at $22.97 on Thursday, recording a 6.49% gain. On Friday, the stock was up 3.35% by 6 a.m. ET in pre-market trading. Robinhood’s rally comes on the heels of the company’s acquisition of cryptocurrency exchange Bitstamp Ltd. for $200 million. The all-cash deal is expected to close in the first half of 2025.

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The Perils of Governance by Stockholder Agreements (2): A Note on Unplanned Consequences

Harvard Corporate Governance

Posted by Lucian A. Bebchuk (Harvard Law School), on Friday, June 7, 2024 Editor's Note: Lucian Bebchuk is the James Barr Ames Professor of Law, Economics, and Finance, and Director of the Program on Corporate Governance, at Harvard Law School. The Delaware Legislature is considering a proposal (“the proposal”) to amend Section 122 of the Delaware General Corporation Law (“DGCL”) to permit expansive use of stockholder agreements to opt out of the governance arrangements set by a company’s chart

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What is the future of travel?

Mckinsey and Company

Travel is roaring back after the COVID-19 pandemic nearly decimated the industry. Here’s what you should know about the journey ahead.

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How to Leverage Intent Data for Better Outcomes

Speaker: Susan Spencer, Principal of Spencer Communications

Intent signal data can go a long way toward shortening sales cycles and closing more deals. The challenge is deciding which is the best type of intent data to help your company meet its sales and marketing goals. In this webinar, Susan Spencer, fractional CMO and principal of Spencer Communications, will unpack the differences between contact-level and company-level intent signals.

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Weekly Roundup: May 31-June 6, 2024

Harvard Corporate Governance

Posted by the Harvard Law School Forum on Corporate Governance, on Friday, June 7, 2024 Editor's Note: This roundup contains a collection of the posts published on the Forum during the week of May 31-June 6, 2024 Midyear observations on the board agenda Posted by John Rodi, David A. Brown and Patrick A. Lee, KPMG, on Friday, May 31, 2024 Tags: Board of Directors , Climate , Cybersecurity , GenAI , Globalization , SEC The Original Public Meaning of Investment Contract Posted by Edward Lee (Santa

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Gen AI: A cognitive industrial revolution

Mckinsey and Company

Silicon Valley pioneer Reid Hoffman explains why we should view generative AI as a “steam engine of the mind” that promises to profoundly alter our professional and personal lives.

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More Trending

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Digital transformation: Health systems’ investment priorities

Mckinsey and Company

Health system executives globally view digital and AI transformation as crucial to overcome many challenges, a new survey reveals, yet 75 percent say their investments may be falling short.

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Live Nation May Shake It Off In A Long Game With The DOJ

Law 360 M&A

Don't expect a swift resolution in the U.S. Department of Justice's case against Live Nation, but a long litigation, with the company likely to represent itself as the creator of a competitive ecosystem, and the government faced with explaining how the ticketing giant formed under its watch, say Thomas Kliebhan and Taylor Hixon at GRSM50.

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CBS. MTV. How Will Paramount’s Shari Redstone Rule On Our Cultural Future?

NYT M&A

Shari Redstone will decide the fate of Paramount and the future of some of America’s most recognized cultural icons.

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Comment on CFPB Crackdown: Unfair Practices Hurting Consumers by Denise

Appraisers Blog

If you want your blood to boil, read the public submission sent by Benjamin Nelson. Here is just a taste: “Thus, we continue to have existing appraisers that are using several reasons to justify their price increases because there is limited competition in their industry. The (sic) are, in effect, a small pool of appraisals with cartel-like powers to increase prices due to limited competition.” Appraisers should flood the CFPB with public comments to silence these types of ignorant a

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Statement of Cash Flows vs. Cash Flow Statement

Speaker: Wayne Spivak - President and Chief Financial Officer of SBA * Consulting LTD, Industry Writer, and Public Speaker

The old adages that "cash is king" and "you can’t spend profits" still hold true today. But however well-known these sayings might be, it requires a change in mindset to properly implement a cash flow management system that predicts your business's runaway as accurately as possible. Key to this new mindset is understanding the difference between the Statement of Cash Flows, a historical look at the source and uses of cash, and the Cash Flow Statement, which uses transaction history and forward-l

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Human capital for the age of generative AI

Mckinsey and Company

Shared prosperity can flow from new technology only if its adoption is accompanied by upgraded skills and proactive worker redeployment. In the age of generative AI, employers should be candid about nascent skills gaps, and governments should focus on enabling all workers to upgrade their skills in a timely and appropriate fashion, write Eric Hazan and Simon Johnson in Project Syndicate.

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Comment on CFPB Crackdown: Unfair Practices Hurting Consumers by Honest Appraiser

Appraisers Blog

It is crucial for appraisers to act & provide the Bureau/CFPB with as much information as possible regarding the unethical practices of AMCs.

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Best Investment Banks And Sustainable Finance 2024 Awards Ceremony

Global Finance

Global Finance magazine held our Best Investment Banks and Sustainable Finance awards ceremony on the evening of April 30th at the iconic Gherkin Building in London. The event recognised the winners in the 2024 Best Investment Bank Awards and Best Sustainable Finance Awards. This year our Investment Bank Awards celebrate a 25 year anniversary we recognised during the event. 1 (left to right) Societe Generale’s Andrew Menzies , Global Head of DCM, Thierry d’Argent , CEO of the London Branch, and

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Comment on Fannie Mae to Maryland: DROP DEAD by Baggins

Appraisers Blog

Mortgage giant Fannie Mae and her twin, Freddie Mac, have a message for the State of Maryland: Kindly disintegrate.

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Mastering Intent Data: Understanding its Importance & Best Practices

Speaker: Joe Apfelbaum, CEO of Ajax Union

In this webinar, Joe Apfelbaum, CEO of Ajax Union and business strategist, will take you through the ABCs of intent data. You'll learn how to effectively use it to drive business results, with practical tips on how to leverage both company and contact intent data to maximize your marketing efforts. Whether you're a seasoned marketer or just getting started, this webinar is a must-attend for anyone looking to stay ahead in the ever-evolving world of digital marketing.

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Bain Capital Goes Big In EdTech: PowerSchool Acquisition Valued At $5.6B

Benzinga

Private equity firm Bain Capital is buying PowerSchool Holdings (NYSE: PWSC ) for $5.6 billion. PowerSchool’s stockholders will receive $22.80 per share in cash — a 37% premium over the unaffected share price of $16.64 on May 7 (the last trading day before news broke of the deal). Vista Equity Partners and Onex Partners will retain minority investments in PowerSchool.

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Dentons Adds Pair Of Husch Blackwell Tax Attys

Law 360 M&A

Two South Carolina tax attorneys have joined Dentons' corporate, tax and private client practice as partners after moving from Husch Blackwell LLP, the firm announced on Thursday.

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Why Haven’t Higher Interest Rates and Inflation Derailed RIA Dealmaking Activity?

Auto Dealer Valuation Insights

Just over 30 years ago, the Memphis Area Transit Authority (“MATA”) made the dubious decision to construct a trolley line traversing most of the city’s downtown area. It hasn’t gone well. The entire streetcar transit system was halted in 2014 when two trolley cars caught on fire in the span of six months.

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FaZe Clan SPAC Investor Sues B. Riley In Chancery Court

Law 360 M&A

Former stockholders of the blank-check company that took electronic sports and entertainment company FaZe Clan public in a $725 million transaction in July 2022 sued B. Riley Financial and others behind the deal on Friday in Delaware's Court of Chancery, alleging disclosure failures and breaches of fiduciary duty.

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Crews and McLeod Promotions Announced

Auto Dealer Valuation Insights

Mercer Capital is pleased to announce that John T. (Tripp) Crews, III, ABV and Daniel P. McLeod, CFA have been promoted to Vice President. Tripp Crews has valuation experience in engagements related to corporate planning and reorganizations, financial reporting, fairness opinions, litigation support, employee stock ownership plans, and estate and gift tax planning and compliance matters.

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Don't Delay In-House Handbags Case For Fed. Court, FTC Told

Law 360 M&A

Federal Trade Commission staffers are urging the commission not to delay an in-house challenge to the planned $8.5 billion merger combining the parent companies of Coach and Michael Kors, arguing that a separate New York federal court fight won't automatically determine the deal's fate.

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Why Is Robotic Surgery-Focused Penny Stock Asensus Surgical Trading Higher On Friday?

Benzinga

On Friday, KARL STORZ Endoscopy-America , Inc. agreed to acquire Asensus Surgical Inc. (NYSE: ASXC ) for $0.35 per share in cash. KARL STORZ is a wholly-owned direct subsidiary of KARL STORZ SE & Co. KG , an independent, family-owned global medical technology company based in Germany. The purchase price represents a premium of approximately 67% based on the per-share closing price of the Asensus common stock on the NYSE American on April 2 and a premium of approximately 52% to the closing pr

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SEC Fines Ex-AstraZeneca Insider $1.4M For Merger Trades

Law 360 M&A

The U.S. Securities and Exchange Commission has ordered a former AstraZeneca employee to pay $1.4 million to settle claims he used nonpublic information to trade CinCor Pharma shares ahead of the public announcement that the two companies would merge.

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Robinhood to Buy Bitstamp, Accelerate Global Expansion

Benzinga

Robinhood Markets, Inc. (NASDAQ: HOOD ) has announced a significant milestone in its expansion strategy by entering into an agreement to acquire Bitstamp Ltd., a globally recognized cryptocurrency exchange. The acquisition, valued at approximately $200 million in cash, is set to close in the first half of 2025. It is still subject to regulatory approvals and customary closing conditions.

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Speech Pathologists Say BakerHostetler Bungled Biz Deal

Law 360 M&A

A trio of Los Angeles-based speech pathologists have filed a malpractice suit against their former BakerHostetler counsel in California state court, accusing the firm and an Ohio-based partner of negligence in failing to properly advise them amid a business deal, allegedly resulting in the therapists losing their successful practice and more than $1 million.

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EWA executives discuss current status and future of on-demand pay

ThomsonReuters

Earned wage access (EWA), also known as on-demand pay, continues to be an integral part of the employee benefits packages offered by employers. With technological advancements enabling instant access to earned wages, employees increasingly expect such financial flexibility in managing their cash flows, which can spur adoption and growth. Some of the resistance points from payroll professionals and concerns with tax compliance are being addressed through communication and the use of data analytic

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Brewery Wants Extra Damages For Co-Owner's 'Brazen' Theft

Law 360 M&A

A Colorado brewery accusing a former manager of embezzling hundreds of thousands of dollars has asked a state court for permission to seek exemplary damages, saying there's plenty of evidence the former manager willfully stole the money for himself and competing businesses he had a stake in.

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Business Valuation for Buying a Landscaping Business

Peak Business Valuation

A landscaping business transforms ordinary outdoor spaces into stunning, functional masterpieces. From lush gardens and vibrant lawns to elegant patios and serene water features. These experts create captivating environments that inspire and elevate everyday living. Buying a landscaping business lets you step into this creative and lucrative industry.

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Yale Hospital Sued For Seeking To Exit $435M Purchase Deal

Law 360 M&A

California-based Prospect Medical Holdings Inc. has sued Yale New Haven Health for seeking to back out of a $435 million acquisition of three financially distressed Connecticut hospitals, accusing the state's largest hospital of breach of contract and wrongfully leaking a prior lawsuit to the press.

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EU to target UAE buyer in first anti-subsidy probe

Financial Times M&A

European Commission will announce formal investigation into €2.

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Acorda Therapeutics Gets OK On $185M Ch. 11 Sale To Merz

Law 360 M&A

Drugmaker Acorda Therapeutics Inc. received a New York bankruptcy judge's approval Friday to complete a $185 million sale of its assets to a fellow pharmaceutical company, allowing Acorda to move ahead with a Chapter 11 plan to wind down its business.

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Productivity growth matters more than ever in a changing geoeconomic era

Mckinsey and Company

Investment in productivity growth will be critical to shared prosperity even in Asian countries that have made huge strides over the past 25 years, write Chris Bradley and Gautam Kumra in Project Syndicate.

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Bryan Cave, Goodwin Guide New Era's Merger With '47 Brand

Law 360 M&A

Acon Investments-owned New Era Cap LLC announced Friday that it agreed to buy fellow sports lifestyle brand '47 to create a merged business that brings in roughly $2 billion in annual revenue in a deal built by Bryan Cave Leighton Paisner LLP and Goodwin Procter LLP.

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Disclosure Schedules: What Are They All About?

John Jenkins

A few weeks ago, I mentioned that I was drawn to cases addressing M&A disclosure schedules, and that probably resulted in some perverse way from how much I hated working on them when I was a junior associate.

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Boeing Saga Underscores Need For Ethical Corporate Culture

Law 360 M&A

In the wake of recent allegations about Boeing’s safety culture, and amid the U.S. Department of Justice’s new whistleblower incentives, business leaders should reinvigorate their emphasis on compliance by making clear that long-term profitability requires ethical business practices, says Maxwell Carr-Howard at Dentons.