Thu.Aug 15, 2024

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Shopify and the Problem of Shareholder “Approval” at Multi-Class Companies

Harvard Corporate Governance

Posted by Oren Lida and Dimitri Zagoroff, Glass, Lewis & Co, on Thursday, August 15, 2024 Editor's Note: Oren Lida is an Analyst and Dimitri Zagoroff is a Senior Editor at Glass, Lewis & Co. This post is based on their Glass Lewis memorandum. Media reporting can make proxy season seem more dramatic than it is. While breathless coverage of board strife, impossibly high executive pay figures and shareholder activism at well-known companies is the norm, the overwhelming majority of director

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Shiny objects: Insurance productivity in an era of AI and automation

Mckinsey and Company

While AI and generative AI may enable a new age of productivity, redesigning end-to-end processes and using traditional optimization methods can lay the foundation for transformation.

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Dual Class Contracting

Harvard Corporate Governance

Posted by Roberto Tallarita (Harvard Law School), on Thursday, August 15, 2024 Editor's Note: Roberto Tallarita is an Assistant Professor of Law at Harvard Law School. This post is based on his recent article forthcoming in the Journal of Corporation Law. Dual-class structures are one of the most controversial topics in corporate governance. Many find them objectionable, on the grounds that they violate fundamental principles of shareholder democracy, reduce accountability of managers, and disto

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Trout CPA Welcomes Brendon Landis to Our Transaction Advisory Team

Trout CPA

We are excited to announce that Brendon Landis has joined Trout CPA as part of our Transaction Advisory Team. Brendon brings over two years of public accounting experience, having worked with clients across diverse industries, including real estate, private equity, hedge funds, and manufacturing.

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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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Regulatory Brief for August 2024: CFPB News and Regulatory Uncertainty

N Contracts

The CFPB continues to propose rules despite new funding questions and a Supreme Court decision expands that statute of limitations on regulations.

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ButcherJoseph Adds Jacob Brown and Alex Schuster as Analysts

Butcher Joseph & Co.

ButcherJoseph & Co. is pleased to announce the addition of Jacob Brown and Alex Schuster as Analysts. The post ButcherJoseph Adds Jacob Brown and Alex Schuster as Analysts appeared first on ButcherJoseph & Co.

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Comment on Insights from CFPB’s Public Comment Period by Baggins

Appraisers Blog

In reply to Eric Kretz. Eric, that’s why the CFPB issued the final rule on AVM modeling. Get ready to Rm9sbG93ZXJz. Meet your new new new boss. If one wants to start over with something that works all they need to do is read this original copy of the Federal Register, instituting regulations in the lending field for regulated appraisers. How sensible rule making had looked before all the watering down and dilution, rising demins, automating away, cost cutting, outsourcing, dozens of illega

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Victory for sports titans shows the soft hand of US trust-busters

Financial Times M&A

Multiple transgressions cited by DoJ surrounding Legends-ASM deal were not severe enough to halt blockbuster merger

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Comment on Insights from CFPB’s Public Comment Period by Baggins

Appraisers Blog

In reply to Donna Halfpenny on Facebook. Donna. The appraiser author Jeremy Bagott writes many articles detailing conflicts of interests and how regulators fail to do their jobs. Find his articles on twitter feed and all appraisers should subscribe to his news feed which is delivered directly to your email. He provides detailed accurate research for many such issues.

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When the CEO works from the beach

Financial Times M&A

Plus, hedge funds are split on Nvidia’s future and the Indian telecoms tycoon who just bought a big stake in BT

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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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Comment on Insights from CFPB’s Public Comment Period by Baggins

Appraisers Blog

In reply to Pray Hard. Back when there was two way accountability between one licensed person (the mortgage broker), and another licensed person (the appraiser). There was no need for avm’s or third party services, property data collectors, or any of that. Because the local appraiser would provide a realistic comp search to the broker, and the entire lending deal would be formed around those reasonable peramiters.

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TAXES AND TERMS IN A BUSINESS SALE: DEAL TERMS AND STRUCTURING (Part 2 of 3)

IBG Business

This article is number two in a three-part series that offers a very general overview of how understanding the taxes and terms of a business sale can help a seller discern the true value of an offer and, in a competitive bidding scenario , recognize which offer constitutes the best deal. Bear in mind that the factors that shape the value of a business sale are deal-specific.

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Comment on Insights from CFPB’s Public Comment Period by Colleen Franklin

Appraisers Blog

AMC are corrupt. They take more than 50% of the fee paid by the consumer. Regulation of the AMC is paramount. Full disclosure on Fees should be transparent so the consumer knows what they are paying for. The current AMC model is a race to the bottom with the lowest bid winning, yet the consumer pays full fee appraisers.

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Albert del Pilar discusses Succession Planning for Family-Owned Businesses with the Commercial Carrier Journal

Butcher Joseph & Co.

Crafting a succession plan in a family-owned business ensures its survival and growth and also enhances cohesion and preserves the entrepreneurial spi. The post Albert del Pilar discusses Succession Planning for Family-Owned Businesses with the Commercial Carrier Journal appeared first on ButcherJoseph & Co.

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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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Comment on Insights from CFPB’s Public Comment Period by Baggins

Appraisers Blog

In reply to Baggins. Dang Brad. You had me at; amc’s are the devil. Ha! You called it. What a great letter, you might have wrote that yesterday and nobody could tell the difference between then and now, conditions are still almost exactly the same as you described. Everything came to pass. We’ve been living in a time bubble ever since. The regulators can’t stop the collusion and racketeering, because they’re now a part of the show.

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FanDuel Co-Founders Add Scottish Claims To Suit Over Sale

Law 360 M&A

Co-founders of FanDuel have fortified their lawsuit accusing late-stage institutional investors of cheating early and longtime investors out of their fair share of equity when the company was sold in 2018, adding several claims under Scottish law.

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Comment on Insights from CFPB’s Public Comment Period by Baggins

Appraisers Blog

In reply to BGSBRAD. Excellent Brad. I suspect you reviewed that link I posted from the federal reserve board with all those comments appraisers posted all those years ago. How interesting to read the letters from then, and realize almost every worst possible case scenario for amc middle management companies did come true. I’ll look forward to reading your previous letter, am printing that out now.

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Alaska, Hawaiian Airlines Extend DOJ Review Deadline, Again

Law 360 M&A

Alaska Air Group Inc. and Hawaiian Airlines disclosed a third extension in as many weeks Thursday for the U.S. Department of Justice to review their proposed $1.9 billion merger before it can close, moves that suggest at least that the DOJ has raised serious concerns about the transaction.

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Comment on Insights from CFPB’s Public Comment Period by Donna Halfpenny

Appraisers Blog

In reply to Baggins. Thank you. I am fully aware of Jeremy’s work. ! I was being sarcastic. I know what is going on. So many issues, and hoping they ALL get brought to light, and blown out of the water.

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Senate Rejects Major Tax Relief Bill That Passed the House

Redpath

Earlier this month, the U.S. Senate failed to pass The Tax Relief for American Families and Workers Act of 2024 (HR 7024), a $78 billion bipartisan tax bill that advanced out of the House in January. While the House overwhelmingly passed the legislation, the Senate fell well short of the necessary 60 votes to send on to the President to sign.

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Comment on Insights from CFPB’s Public Comment Period by Baggins

Appraisers Blog

In reply to TGL. Consolidated amc’s have formed a monopoly for most of the mortgage lending industry. For amc’s whom sought to do the right thing, they were subjected to restraint of trade practices alongside. The amc’s whom tried to be fair could not compete if they charged market rates and compensated appraisers fairly at the same time.

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Basing Internal Audit Plans on the Audit Universe vs. the Risk Universe

Internal Audit 360

GUEST BLOG POST T here’s such a huge difference between basing the continuously updated audit plan on an “audit universe” (essentially a comprehensive list of all the potential audit activities that an internal audit function might undertake) and from using a “risk universe” (a comprehensive list of all potential risks that could affect an organization) that I want to spend some time explaining it.

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Comment on Fighting for Consumer Protection & the Appraisal Industry by Honest Appraiser

Appraisers Blog

In reply to Pat Turner. Hey Pat – you know how those AARO.net conferences go. 30% more AMC reps in attendance than Regulators and 80% more than Appraisers.

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Deals Rumor Mill: Paramount, Blackstone, Starbucks

Law 360 M&A

The heir to Canadian liquor purveyor Seagram is preparing a bid for Paramount's parent company, Blackstone explores a potential $2.6 billion sale of Clarion Events, and activist investor Starboard sets sights on Starbucks. Here, Law360 breaks down these and other notable deal rumors from the past week.

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Comment on Fighting for Consumer Protection & the Appraisal Industry by Maria

Appraisers Blog

In reply to Pat Turner. If regulators do not know what is going on, they will not do anything. Maybe it is our job to let them know. Get all of us in contact with your legislators (state and federal) and let them know what is going on.

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Judge Gives Plaintiffs' Attys $1M In Fees For Derivative Row

Law 360 M&A

A Massachusetts federal judge sliced 60% off a request for attorney fees in a shareholder derivative lawsuit Wednesday, awarding plaintiffs' counsel $1 million for their work on the case, which led to a noncash settlement.

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Comment on Fight Unfair AMC Practices – Leverage State Authorities by Baggins

Appraisers Blog

In reply to Chase Pursley. Triple dog dare you to ask the Mercury, Scope, Regorra, Appraisal Port or any likewise companies to tell you how many other appraisers any given bid request was also sent to. There is no faster way to upset those people. Because they know immediately your primary purpose is to get them to admit how unethical their own platforms are.

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Mars' $36B Kellanova Deal: Analysts See Minimal Category Overlap, No Competing Bids

Benzinga

In a standout M&A move, Mars, Inc. has agreed to acquire Kellanova (NYSE: K ) for $83.50 per share, marking a 44% premium over its 30-day average price. The $35.9 billion transaction is anticipated to be finalized in the first half of 2025, subject to shareholder and regulatory approvals. Here’s what analysts are saying about the deal: RBC Capital Markets analyst Nik Modi downgraded Kellanova from Outperform to Sector Perform, raising the price forecast to $83.50 from $76.

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Comment on Fight Unfair AMC Practices – Leverage State Authorities by Baggins

Appraisers Blog

In reply to Honest Appraiser. Not a coincidence that when amc persons were put on valuation boards, all complaints against amc’s stopped dead in their tracks and never returned. Having amc persons on appraiser boards is like allowing a federal jury seeking to indite mobsters, populated every other person by the mobsters associates. Everyone is too intimidated to speak up or too easily bought off.

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Cooley Steers $1.6B Sale Of PE-Backed Campus Tech Co.

Law 360 M&A

Roper Technologies Inc. said Thursday it has agreed to purchase campus technology and payment solutions company Transact Campus Inc., which is majority-owned by Reverence Capital Partners, for $1.6 billion.

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Comment on Fight Unfair AMC Practices – Leverage State Authorities by Baggins

Appraisers Blog

We encourage appraisers to urge state authorities to take action against unfair AMC practices and potential regulatory violations.

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Axsome Banks on Auvelity & Sunosi to Fuel Growth

Benzinga

Axsome Therapeutics ' (NASDAQ: AXSM ) first marketed drug, Auvelity (AXS-05), was launched in the United States in 2022 for the treatment of major depressive disorder, making it the first approved drug in the company's portfolio. The drug generated sales worth $118.4 million in the first half of 2024, up 172.8% year over year, owing to strong underlying demand.

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Comment on Fight Unfair AMC Practices – Leverage State Authorities by Maria

Appraisers Blog

We encourage appraisers to urge state authorities to take action against unfair AMC practices and potential regulatory violations.

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A&O Shearman Promotes 3 Attys As Latin America Co-Heads

Law 360 M&A

Three Allen Overy Shearman Sterling partners have been elevated as co-heads of the firm's Latin America practice, the firm has announced.

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