Wed.May 22, 2024

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Preparing Now for the SEC’s New Climate Rules

Harvard Corporate Governance

Posted by Raquel Fox, Marc S. Gerber, and Caroline S. Kim, Skadden, Arps, Slate, Meagher & Flom LLP, on Wednesday, May 22, 2024 Editor's Note: Raquel Fox and Marc S. Gerber are Partners and Caroline S. Kim is Counsel at Skadden, Arps, Slate, Meagher & Flom LLP. This post is based on a Skadden memorandum by Ms. Fox, Mr. Gerber, Ms. Kim, and Jeongu Gim.

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U.S. Plans to Accuse Live Nation of Defending a Monopoly

NYT M&A

Live Nation Entertainment, the concert giant that owns Ticketmaster, faces a fight that could reshape the multibillion-dollar live music industry.

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The SEC as an Entrepreneurial Enforcer

Harvard Corporate Governance

Posted by James Park (UCLA), on Wednesday, May 22, 2024 Editor's Note: James Park is Professor of Law at UCLA School of Law. This post is based on his recent article forthcoming in the Northwestern University Law Review. Concerns about entrepreneurial enforcement have been particularly high in the context of securities fraud litigation. Public companies frequently are defendants in securities class actions alleging they issued materially misleading information that inflated their stock price.

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DOJ to Sue Live Nation, Accusing It of Defending a Monopoly

NYT M&A

Live Nation Entertainment, the concert giant that owns Ticketmaster, faces a fight that could reshape the multibillion-dollar live music industry.

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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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Chancery Subjects Reincorporation to Entire Fairness, Delaware Supreme Court Says Not So Fast

Harvard Corporate Governance

Posted by Mark Thierfelder, Eric Siegel, and Richard Horvath, Dechert LLP, on Wednesday, May 22, 2024 Editor's Note: Mark Thierfelder , Eric Siegel , and Richard Horvath are Partners at Dechert LLP. This post is based on a Dechert memorandum by Mr. Thierfelder, Mr. Siegel, Mr. Horvath, Michael Darby , Steve Leitzell , and Matthew Williams , and is part of the Delaware law series ; links to other posts in the series are available here.

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Southeast Asia Sees Venture Capital Drought

Global Finance

Southeast Asian economies survived the pandemic and post-pandemic pitfalls in solid shape. Indonesia, Philippines and Vietnam still rank among the world’s fastest growing large nations. The region’s financial center, Singapore, has expanded as global capital flees competing Hong Kong. So why is Southeast Asia’s startup engine stalling? Venture capital and private equity (VC/PE) flows in most regions have slowed as central banks raised interest rates to combat inflation.

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GRC vs. ERM vs. IRM: Understanding Risk Management Frameworks

N Contracts

Risk management methodologies have an acronym problem: there’s a lot of them and it’s not always clear what they mean. While academics and consultants debate the merits of GRC vs. ERM vs. IRM, it’s not always clear how these frameworks translate into functional risk management tools for financial institutions.

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Comment on Fannie, Freddie’s Offshore Gambit Imperils Privacy of Millions by Baggins

Appraisers Blog

In reply to PD. The ending to that document was almost perfect. So very well suited for what appraisers are dealing with today. Be sure to read that on page 138 right before the Glossary. Someone should tell HUD, Brookings, FHFA, PAVE, and everyone whom agreed with them… They’ve created far more risk then benefit with their attack on the appraisal industry.

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Does Plaintiffs’ Attorney Marketing Predict Corporate Litigation Risk?

Reynolds Holding

Plaintiffs’ attorneys often issue marketing releases after public companies announce adverse corporate events. These releases typically say the attorneys are “investigating potential claims” against the company and encourage shareholders who have been harmed to contact the law firm. In a new study, we find that observing these marketing releases increases the expected likelihood and severity of subsequent litigation, consistent with attorneys’ marketing activity providing information beyon

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Comment on Fannie, Freddie’s Offshore Gambit Imperils Privacy of Millions by PD

Appraisers Blog

In reply to Baggins. And that my friend is what I’m going to do right now. A fine cigar and glass of iced down bourbon on my front porch. Waiting for the crickets to wake up.

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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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Virgin Money shareholders vote for Nationwide takeover by big majority

The Guardian M&A

The deal won approval of 89% of voting shareholders, lining up Richard Branson for a £724m windfall from sale Virgin Money shareholders have voted in favour of a £2.9bn takeover by rival lender Nationwide Building Society, helping clear the path for the biggest UK banking deal since the financial crisis. Just over 89% of voting shareholders said yes to the deal at a general meeting on Wednesday, while nearly 11% rejected the move.

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Comment on Fannie, Freddie’s Offshore Gambit Imperils Privacy of Millions by Spencer Paul

Appraisers Blog

In reply to Lindsey. Not when they have been glazed over. There is new coating overtop of it that makes that edge look rounded, one can no longer see that edge where to two pieces come together because it is covered up. Clearly you haven’t seen re-glazing done well. They are attempting to “fake” the look of a solid surface counter with different effects of the pour.

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Anglo American extends deadline for BHP takeover after rejecting improved bid

Financial Times M&A

UK-listed miner says it will give an extra week for Australian rival to submit final proposal

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Comment on Fannie, Freddie’s Offshore Gambit Imperils Privacy of Millions by Baggins

Appraisers Blog

In reply to Lindsey. This is a bait and switch program. People whom engaged with lenders did not expect their data to be used in this manner. There is not much intelligent design here, except from the perspective of those whom would seek to exploit the remaining independent wealth in residential housing, to dismantle what little is left of consumer protection and privacy practice laws.

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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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Anglo American rejects third and ‘final’ BHP takeover approach

The Guardian M&A

Australian firm’s latest unsuccessful bid values rival at £38.6bn with £31.11 a share offer Anglo American has rebuffed a third takeover attempt by Australia’s BHP after it sweetened its offer in an attempt to create a global mining titan. BHP said it had submitted an “increased and final” £31.11 a share bid for Anglo, which values the company at £38.6bn, earlier this week.

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Comment on Fannie, Freddie’s Offshore Gambit Imperils Privacy of Millions by Lindsey

Appraisers Blog

In reply to Spencer Paul. Actually, it’s easy to tell the difference in counter tops in a photo. Laminate always has a distinct edge compared to solid surface. At least in my area, I can tell. However, I have heard from a source that lenders are still preferring appraisers to do the inspections. Must be a liability thing.

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PropertyGuru Takeover On The Horizon? KKR And TPG Reportedly Explore Buyout

Benzinga

KKR & Co. Inc. (NYSE: KKR ) and TPG Inc. (TPG) are reportedly exploring options, including a buyout of Southeast Asian online real estate platform PropertyGuru Group Ltd. (NYSE: PGRU ). The U.S. private equity firms are working with a financial adviser to help gauge initial interest from other global investors in PropertyGuru, reported Bloomberg.

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Comment on Fannie, Freddie’s Offshore Gambit Imperils Privacy of Millions by Baggins

Appraisers Blog

In reply to PD. Great points PD. To understand where we are now, perspective on the past may be helpful. I remember reading this 150 pg well researched report several years after I first started as an appraiser. ‘Guaranteed to fail. Fannie, Freddie, the debacle of mortgage finance.’ Research keywords: Fannie wind down. This was a highly illuminating and educational read.

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Anglo shareholder PIC demands ‘meaningful revision’ to BHP bid

Financial Times M&A

Last-minute intervention from miner’s second-largest investor comes hours before offer deadline

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Comment on Fannie, Freddie’s Offshore Gambit Imperils Privacy of Millions by PD

Appraisers Blog

One has to ask where does this reliance on “artificial intelligence” end. First of all there is no “intelligence” unlike a human being. To take the “opinion” (can’t believe I’m using that word) of a manufactured “machine” over a human being and saying that’s just okay is BS. This push into appraisal is all about big business and money.

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Hargreaves Lansdown rejects £5bn private-equity takeover approach

Financial Times M&A

Board of UK investment site says the consortium’s offer ‘substantially undervalues’ the business

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Hargreaves Lansdown Snubs £4.7B Bid From CVC, Abu Dhabi

Law 360 M&A

The board of Hargreaves Lansdown said Thursday that it has rejected a proposed £4.7 billion ($6 billion) takeover offer from a consortium of private equity companies, including CVC and the sovereign wealth fund of Abu Dhabi.

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Innovation strategies to meet the challenges of indirect tax

ThomsonReuters

People who purchase software rarely get to talk to the product’s developers about the development process or the features and updates users can expect in future iterations of the product. But that’s precisely what happens at the Thomson Reuters annual Synergy conference , where product developers, software engineers, and other representatives from the company gather with users to share knowledge, discuss industry trends, listen to feedback, and peer into the future.

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Investors Say FIS Must Investigate Derivative Suit's Claims

Law 360 M&A

An investor of fintech corporation Fidelity National Information Services has pushed back on the company and its executives' bid to escape a derivative lawsuit over a $46 billion market cap drop resulting from a business spinoff, saying the company must investigate the suit's allegations.

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Navigating the tax labyrinth in omnichannel retail: A guide for retailers in the digital age

ThomsonReuters

The retail landscape has undergone a dramatic transformation in recent years. Customers now expect a seamless and friction-free shopping experience in-store and online. For retailers, the omnichannel approach is essential to remain competitive, but it presents significant challenges for Tax departments. To ensure accurate tax determination, retailers must navigate a complex labyrinth of tax calculations across a vast array of products and jurisdictions, all while trying to keep up with ever-evol

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Founders Of BP's Archaea Looted From Own Co., Suit Says

Law 360 M&A

A group of fraternity brothers who founded waste management company Noble Environmental Inc. and later sold a venture called Archaea Energy to BP has been hit with a shareholder derivative suit in Delaware Chancery Court alleging the fraternity brothers stole billions of dollars from the company and breached their fiduciary duties to minority shareholders.

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Challenges and opportunities for accounting firm partners transitioning to the cloud

ThomsonReuters

From allowing for a remote work environment to eliminating the need for on-site data centers, cloud-based solutions have fundamentally changed how businesses operate, approach staffing, and serve clients. Is your firm among them? In today’s dynamic and competitive business environment, owners and partners of accounting and audit firms should, at least, be considering cloud-based technology as part of their broader strategies.

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A Comparison Of FDIC, OCC Proposed Merger Approaches

Law 360 M&A

Max Bonici and Connor Webb at Venable take a closer look at the Federal Deposit Insurance Corp.'s and Office of the Comptroller of the Currency's respective bank merger proposals and highlight certain common themes and important differences, in light of regulators continually rethinking their approaches to bank mergers.

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What's Going On With Accenture Stock Today?

Benzinga

Accenture Plc (NYSE: ACN ) shares are trading higher on Wednesday. Yesterday, after the closing bell, the company said it agreed to acquire Partners in Performance, a consulting firm that works on business performance improvement in asset-intensive industries by leveraging data and AI capabilities. Partners in Performance will enhance Accenture’s services for clients across various sectors, including metals and mining, oil and gas, utilities, and chemicals.

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What Transactional Attys Must Know About Texas Biz Courts

Law 360 M&A

As Texas prepares to launch its new business courts, transactional attorneys — especially those involved in commercial, securities and internal governance matters — should keep several issues in mind when considering use of the state's business court system to facilitate deals and settle disputes, say attorneys at Katten.

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BHP Achieves One-Week Extension After Launching Unsuccessful Third Bid For Anglo American

Benzinga

BHP Group (NYSE: BHP ) secured a one-week extension on its proposed takeover of Anglo American (OTCQX: AAUKF ). This development came just hours before a deadline mandated by UK takeover regulations, which would have forced BHP to either submit a formal bid or withdraw for at least six months. BHP submitted three unsolicited, conditional proposals, each with the same caveat: Anglo American would be required to execute two complex demergers of its prized South African assets — Anglo American Plat

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Chancery Keeps RedBird-Brookfield Dispute Stay In Place

Law 360 M&A

A Delaware vice chancellor declined Wednesday to rule from the bench on a preliminary injunction sought by Redbird Capital Partners in a dispute over a Brookfield Infrastructure Partners claim for a $150 million escrow included in its $5.7 billion purchase of RedBird data center projects last year.

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Streamline your internal experience to elevate your customer experience

Avanade

Businesses that are victorious in the experience arena know they need to provide customers with content that can flex and flow to their changing needs, and they understand the value of a superior content management system (CMS).

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Oaktree Assumes Inter Milan Ownership After Missed Payment

Law 360 M&A

Oaktree Capital Management LP has taken over ownership of FC Internazionale Milano after the soccer club failed to fully repay a three-year loan from Oaktree that matured this month, leaving a balance of €395m ($428.4 million).

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