Mon.Jun 10, 2024

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Call to Action: ISSB Global Adoption

Harvard Corporate Governance

Posted by Elisa Cencig, Wilhelm Mohn, and Carine Smith Ihenacho, NBIM, on Monday, June 10, 2024 Editor's Note: Elisa Cencig is Head of Policy Engagement, Wilhelm Mohn is Global Head of Active Ownership, and Carine Smith Ihenacho is Chief Governance and Compliance Officer at Norges Bank Investment Management (NBIM). This post is based on a statement endorsed by NBIM and other organizations.

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The case for doubling down on refinery reliability now

Mckinsey and Company

With unplanned refinery outages at an all-time high, reliability fundamentals remain critical to capturing market opportunities, while digital tools can unlock further impact.

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Section 122(18) DGCL: A proposed compromise

Harvard Corporate Governance

Posted by Marcel Kahan and Edward Rock (New York University School of Law), on Monday, June 10, 2024 Editor's Note: Marcel Kahan is the George T. Lowy Professor of Law and Edward B. Rock is the Martin Lipton Professor of Law at New York University School of Law. This post is part of the Delaware law series ; links to other posts in the series are available here.

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Private equity groups poised to own one in three top US accounting firms

Financial Times M&A

A wave of talks with financial bidders comes as regulators voice concern about audit quality and ‘tone’

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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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Tesla Should Take the Court Decision Seriously, Not Dismissively

Harvard Corporate Governance

Posted by Lucian A. Bebchuk (Harvard Law School), on Monday, June 10, 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. At the end of a long trial, a massive option grant that Tesla awarded in 2018 to its CEO Elon Musk was invalidated by a Delaware court, which (as the New York Times described ) cast “a harsh light on the behavior of … Tesla’s board of directors.

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State of the Consumer 2024: What’s now and what’s next

Mckinsey and Company

Amid massive shifts in the consumer landscape, companies can’t afford to rely on yesterday’s consumer insights. Here are nine trends that merit close attention.

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Spain: From Red To Black

Global Finance

In the past decade, leaving aside the Covid-19-induced recession, Spain’s economy has performed better than the European average. The year 2024 looks to be no different; Spanish GDP is expected to expand to double the average in the euro area: between 1.9% and 2.1%, according to different estimates, versus a range of 0.8% to 1% for its peers. And this is likely to remain true in 2025 as well.

Banking 102
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Noble Corporation To Acquire Diamond Offshore Drilling In $15.52/Share Deal; Enhances Dividend Payouts By 25%

Benzinga

Diamond Offshore Drilling, Inc. (NYSE: DO ) shares are trading higher after the company disclosed that it signed a definitive agreement to be acquired by Noble Corporation plc (NYSE: NE ) in a stock-plus-cash transaction. The implied cash and stock consideration for Diamond shareholders is $15.52 per share, reflecting an 11.4% premium over Diamond’s closing share price on June 7, 2024.

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Edgar Bronfman Jr joins billionaires circling Paramount owner

Financial Times M&A

Private equity group Bain said to back $2bn-plus approach for Shari Redstone’s National Amusements

Equity 96
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Ventilator Co. Vyaire Hits Ch. 11 As COVID Demand Wanes

Law 360 M&A

Vyaire Medical Inc., a company that makes breathing ventilators and other respiratory treatment and diagnosis products, filed for Chapter 11 protection in Delaware after demand for its products waned following the COVID-19 pandemic.

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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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Explosive ammo M&A bids leave shareholders with a dilemma

Financial Times M&A

Vista Outdoor thinks partial break-up bests PE buyout offer

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Comment on CFPB Crackdown: Unfair Practices Hurting Consumers by Brian

Appraisers Blog

only 8 comments so far – hello – there should be more like 10k just from appraisers – come on people – let it all out and not just on a blog – then post them back on here – take some time out to do it – comment period ends – only 53 days left 0

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Critical Metals Corp. to Acquire Tanbreez, One of the World's Largest Known Rare Earths Assets

Benzinga

Critical Metals Corp. has signed a binding heads of agreement to acquire a controlling interest in the Tanbreez Greenland Rare Earth Mine, one of the largest rare earth deposits in the world The Tanbreez Project offers a foundational permitted rare earth asset in North America and Europe With China dominating more than 90% of the REEs, Critical Metals Corp. acquisition of the mine strategically would establish it as a reliable supplier of critical minerals for the western world First significant

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Insight for Business Owners: What’s Going on With Private Equity this Summer?

Benchmark Report

According to a recent webinar hosted by accounting firm PWC, the amount of cash presently held by and committed to private equity funds is at an all-time high. Due to hesitancy shown by fund managers in 2023, cash accumulated rapidly, and the limited partners who provided that cash and those commitments, such as insurance companies and pension funds, are pressuring the private equity management companies to invest that cash or release those commitments.

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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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IBM-Spinoff Kyndryl, Apollo Eyeing DXC Technology In Potential Joint Acquisition: Report

Benzinga

Apollo Global Management Inc (NYSE: APO ) and Kyndryl Holdings Inc (NYSE: KD ), a spinoff from IBM , are reportedly considering a joint bid for DXC Technology Co (NYSE: DXC ). What Happened : Apollo and Kyndryl are in discussions regarding a potential acquisition offer for DXC, with the per-share bid ranging between $22 and $25, Reuters reported, citing sources.

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How to Calculate Customer Acquisition Cost for a SaaS Startup

Lighter Capital

Before analytics tools allowed companies to see exactly where their customers were coming from, understanding advertising investments and how they performed was more or less a guessing game. Did a new buyer come in through a particular promotion? No way to tell! Was an expensive ad buy really worth it in terms of ROI? Who knows! Let’s throw more money at our ideas and hope they work.

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Piper Sandler to Acquire Aviditi, Expand Capabilities

Benzinga

Piper Sandler Companies (NYSE: PIPR ) has announced a definitive agreement to buy Aviditi Advisors, an alternative investment bank. The acquisition will enhance the company's capabilities in fundraising, secondary solutions and direct investment capital. Thus, it will further solidify PIPR's leadership position in the private equity M&A and capital markets sectors.

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Rehab Clinics Add To MultiPlan Insurance Fixing Pile-On

Law 360 M&A

Addiction treatment providers sued MultiPlan, Aetna, Cigna, UnitedHealth and Elevance Friday and Saturday in 14 separate New York federal court complaints that appear to be the first to add substance abuse disorder-specific allegations to the cases pegging MultiPlan at the center of a scheme to suppress insurer payouts.

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What's Going On With Sports Products Maker Vista Outdoor Stock Today?

Benzinga

Vista Outdoor Inc. (NYSE: VSTO ) shares are trading higher Monday morning. The company announced its Board of Directors has rejected an unsolicited acquisition proposal from MNC Capital. The revised proposal, received on June 6, 2024, offered an all-cash transaction of $39.50 per Vista Outdoor share. Following a detailed assessment, the Board determined that MNC’s offer was not superior to the existing merger agreement with Czechoslovak Group a.s.

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Chancery Retains Most Healthcare Tech Merger Suit Claims

Law 360 M&A

Nearly all the allegations of fraud, breach of contract and related claims lodged by healthcare technology venture Trifecta Multimedia Holdings Inc. against acquirer WCG Clinical Services have survived dismissal challenges and will move toward trial, a Delaware vice chancellor ruled Monday.

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Cognizant Strengthens Engineering Muscle with $1.3B Belcan Buyout: Details

Benzinga

Cognizant Technology Solutions Corporation (NASDAQ: CTSH ) inked a definitive agreement to acquire Belcan, LLC, a portfolio company of AE Industrial Partners, for about $1.3 billion in cash and stock, subject to customary adjustments. The total purchase price includes $1.19 billion in cash and a fixed 1.47 million Cognizant shares, valued at around $97 million based on Cognizant’s closing share price on Friday, June 7, 2024.

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What to Look for in a Quality of Earnings Provider

Auto Dealer Valuation Insights

The cost of M&A failures is high for both buyers and sellers of family businesses. These high stakes mean that thorough and high-quality due diligence is critical. A Quality of Earnings (or QofE) analysis is an essential component of transaction diligence for both buyers and sellers. Optimizing your transaction diligence requires assembling the right team.

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Comment on Statute of Limitations Against an Appraiser by Russell Isbell

Appraisers Blog

I am being sued by a borrower who claims I prepared a negligent appraisal report. The key issues are as follows: 1) He purchased the house “As Is” 2) He had a Home Inspection by a licensed home inspector prior to my appraisal date. The Home inspector found several issues of structural and mechanical issues. All of the home inspectors discoveries were either in the attic or on the roof of the subject property.

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Conn. Hospital Broke $4.25M Property Sale Deal, Buyer Says

Law 360 M&A

A Connecticut hospital has been accused in state court of breaking its $4.25 million property sale contract after the sale was called off following the hospital's merger with Northwell Healthcare Inc.

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Diversified Energy Acquires Accretive Assets Worth $377M

Benzinga

Diversified Energy Company plc (NYSE: DEC ) has completed the acquisition of a proportionate working interest in certain assets from Oaktree Capital Management. The assets are located within the company's Central Region, in Oklahoma, East Texas and Louisiana. Diversified Energy announced the acquisition in March 2024, valued at $410 million before customary price adjustments.

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Ex-Sports Illustrated Publisher Countersues Owner In TM Row

Law 360 M&A

The former publisher of Sports Illustrated has filed a countersuit alleging that the magazine's owner, Authentic Brands Group, made it impossible to run the magazine and then conspired to install a competitor as the new publisher.

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Paramount's Parent Attracts Bids from Bronfman Jr and Steven Paul

Benzinga

Paramount Global’s (NASDAQ: PARA ) controlling company , National Amusements, has attracted interest from former media executive Edgar Bronfman Jr., backed by Bain Capital. The company is offering between $2 billion and $2.5 billion. This interest comes as Shari Redstone, who controls Paramount, is negotiating to sell a majority stake in National Amusements to Skydance Media, potentially merging Paramount with Skydance.

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Elliott Presses Southwest Airlines For Leadership Changes

Law 360 M&A

Elliott Investment Management LP said Monday that it has amassed a stake in Southwest Airlines of approximately $1.9 billion as it pushed the airline to make leadership changes, but Southwest was quick to defend its top brass.

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Elliott Investment Criticizes Southwest Airlines Execution In Letter, Promises 77% Stock Return Potential

Benzinga

Elliott Investment Management , which has a $1.9 billion stake in Southwest Airlines Co (NYSE: LUV ), has sent a letter to Southwest’s Board of Directors criticizing the company’s outdated strategies and poor execution. The reports of Elliott’s stake boosted investor confidence, sending the stock price higher on Monday. Elliott asserts that Southwest’s refusal to modernize, evident in the December 2022 operational meltdown, has resulted in disappointing outcomes for share

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Vista Outdoor Rejects MNC's Over $3B Takeover Bid

Law 360 M&A

Vista Outdoor Inc. said Monday that it rejected MNC Capital Partners' over $3 billion takeover offer that it lobbed at the outdoor goods company last week, while simultaneously announcing a new $2 billion offer for its sporting products division from an undisclosed U.S.-based private investment firm.

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Why Insurance Company ICC Holdings Shares Are Jumping Today

Benzinga

ICC Holdings, Inc. (NASDAQ: ICCH ) shares are jumping today after the company inked a definitive deal to be acquired by Mutual Capital Group, Inc. for a total equity value of around $73.8 million. As per the terms, MCG will acquire all outstanding ICCH shares for $23.50 in cash, representing a multiple of 1.07 times ICCH’s book value as of March-end.

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Catching Up With Delaware's Chancery Court

Law 360 M&A

Big players and big moves dominated much of the past week in Delaware's Court of Chancery, as Tesla in particular and big corporations in general showed their pique over rulings that went toward stockholders or against conventional expectations.

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Chubb’s Resilience: Steering Through Market Turbulence and Emerging Stronger

Valutico

Chubb Limited Biweekly Valuation – Valutico | Jun 10, 2024 Link to Valuation Overcoming Market Challenges In Q1 FY2024, Chubb faced significant challenges due to unexpected natural disasters and market volatility. Despite these hurdles, the company reported a robust performance, driven by strategic risk management and premium adjustments. Chubb’s ability to adapt quickly to changing market conditions highlights its resilience and strong operational foundation.

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FCF Healthcare & Life Sciences Venture Capital Monitor – USA – 04/2024 published

Fox Corporate Finance

FCF Fox Corporate Finance GmbH is delighted to publish the new “FCF Healthcare & Life Sciences Venture Capital Monitor – USA – 04/2024”. The Monitor is a monthly published overview of venture capital trends in. Read more The post FCF Healthcare & Life Sciences Venture Capital Monitor – USA – 04/2024 published appeared first on FCF Fox Corporate Finance GmbH.