Harvard Corporate Governance

NOVEMBER 8, 2024

Posted by the Harvard Law School Forum on Corporate Governance, on Friday, November 8, 2024 Editor's Note: This roundup contains a collection of the posts published on the Forum during the week of November 1-7, 2024 Hail to the (Returning) Chief Posted by Riyaz Lalani and Dan Gagnier, Gagnier Communications, on Friday, November 1, 2024 Tags: Activism , Activist , CEOs , Shareholders What Chief Sustainability Officers Are Thinking Posted by Martha Carter, Kensey Biggs, and Heidi Park, Teneo, on S

Equity 100

Equity Marketability 100

ThomsonReuters

NOVEMBER 8, 2024

Highlights: Growing importance and data demands of ESG : The increasing significance of ESG compliance is overwhelming teams with expanding data demands and regulatory scrutiny. GenAI’s role in ESG management : GenAI is revolutionizing ESG management by automating tasks, accelerating data collection, and providing advanced data analysis. Use cases and benefits of GenAI in ESG : Real-world examples show GenAI’s essential role in meeting ESG obligations, ensuring long-term resilience

Compliance 118

Compliance Data Analysis Finance Technology 118

Machen McChesney

NOVEMBER 8, 2024

The SECURE 2.0 Act aims to expand the ease of saving for retirement, to simplify the management of retirement plans, and, in general to improve financial security for American workers and retirees. The updated law includes new options for 401(k) and 403(b) employer contributions, adjustments to the required minimum distribution age for IRAs, and increased catch-up contribution limits.

89

89

Financial Times M&A

NOVEMBER 8, 2024

Telecoms group offered rich premium in $20bn deal but some shareholders may hold out for more

92

92

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.

Marketability

Sun Acquisitions

NOVEMBER 8, 2024

In today’s rapidly changing business environment, staying ahead of the curve requires constant innovation. Companies must develop new products, services, and technologies to meet evolving customer demands. Mergers and Acquisitions (M&A) can be a powerful tool to accelerate this innovation process. Combining Strengths for Breakthroughs When two companies merge, they bring together a wealth of resources, expertise, and talent.

Technology 59

Technology Marketability 59

Law 360 M&A

NOVEMBER 8, 2024

The First Circuit backed a lower court decision blocking a partnership between JetBlue and American Airlines that it found substantially diminished competition in the domestic air travel market, saying it found no error in the district judge's thorough review of the deal that could revive the venture.

Marketability 52

Marketability 52

Law 360 M&A

NOVEMBER 8, 2024

Three special purpose acquisition companies began trading Friday after pricing initial public offerings that raised $365 million combined under guidance from four law firms, marking the latest sign that more SPACs, particularly those with prior deals under their belts, are willing to test an improving market.

Marketability 52

Marketability 52

Auto Dealer Valuation Insights

NOVEMBER 8, 2024

The October 2024 SAAR came in at 16.0 million units, 1.7% higher than last month and 3.7% higher than October 2023. A strong October 2024 SAAR was accompanied by increased inventories and incentive spending levels industry wide, which put pressure on transaction prices and dealership profits. On an unadjusted basis, the industry sold 1.33 million units during October 2024, a 13.

52

52

Law 360 M&A

NOVEMBER 8, 2024

Attorneys at Robins Kaplan consider what the U.S. Department of Justice's second request for information portends for Alterra's acquisition of Colorado's Arapahoe Basin ski area, exploring the potential consequences for market definition, industry consolidation and the transformation of the lift ticket market.

Marketability 52

Marketability 52

Auto Dealer Valuation Insights

NOVEMBER 8, 2024

Organic growth is a key metric for the RIA industry, but it’s also one that’s easy for many firms to ignore. Why is that? We think part of the answer lies in the prevailing revenue model of the industry, where fees are assessed against the market value of client assets.

Marketability 52

Marketability 52

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

Corporate Finance

Law 360 M&A

NOVEMBER 8, 2024

A Delaware bankruptcy judge said Friday she will grant Oya Renewables, a solar energy producer with offices in Boston and Toronto, interim access to $3 million in postpetition funding on offer from its Chapter 11 stalking horse bidder once some final modifications are made.

52

52

Benzinga

NOVEMBER 8, 2024

Icahn Enterprises L.P. (NASDAQ: IEP ) shares are trading lower on Friday. The company reported third-quarter earnings per unit of 5 cents, missing the street view of 21 cents. Quarterly sales of $2.22 billion missed the analyst consensus estimate of $2.32 billion. As of October 31, the firm had approximately $2.3 billion between cash and equivalents at the holding company and the investment funds.

Dividends 52

Dividends EBITDA Equity Marketability 52

Law 360 M&A

NOVEMBER 8, 2024

Healthcare company Astrana Health Inc., advised by Russ August & Kabat LLP, on Friday announced plans to buy integrated care delivery system Prospect Health System, led by Sheppard Mullin Richter & Hampton LLP, in a $745 million deal meant to ensure that health care remains local and personalized for patients across four states.

52

52

ISA

NOVEMBER 8, 2024

11/8/2024 12:00:00 AM State and national elections, conflicts in the Middle East, and global unrest have constantly been on our minds and in our daily conversations. We are bombarded with things over which we have little to no control. Our homes provide us a sanctuary by surrounding ourselves with possessions that feed our souls, keep our memories alive, tell stories, or showcase our interests.

Marketability 52

Marketability 52

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.

Marketability

Law 360 M&A

NOVEMBER 8, 2024

Choosing neutrals from diverse backgrounds is an important step in promoting inclusion in the legal profession, and it can enhance the legitimacy and public perception of alternative dispute resolution proceedings, say attorneys at Lowenstein Sandler.

52

52

Peak Business Valuation

NOVEMBER 8, 2024

One of the most effective ways to enter the restaurant industry is through franchising. Running a restaurant franchise enables you to reap the rewards of entrepreneurship while avoiding the challenges of building a brand from the ground up. Whether you are looking to purchase , expand , or sell a restaurant franchise, it is important to receive a business valuation.

Fair Market Value 52

Fair Market Value Business Valuation EBITDA Appraisal 52

Law 360 M&A

NOVEMBER 8, 2024

Energy transition company Nexans said Friday that it has agreed to sell its U.S.-based cable subsidiary AmerCable Inc. to Canadian infrastructure technology company Mattr Corp. for $280 million in a deal guided by Dentons.

Technology 52

Technology 52

ThomsonReuters

NOVEMBER 8, 2024

T ax and accounting firms are rapidly approaching a crossroads when it comes to tax technology. F irms are more focused on technology than ever before, but according to the Tax Firm Technology report, they lack the personnel and workflow infrastructure to achieve true technological success. The future of the tax and accounting industry is being written today — ensure your firm is ready to lead the way.

Technology 52

Technology Accounting Firms 52

Law 360 M&A

NOVEMBER 8, 2024

Blank-check company Clover Leaf Capital is terminating its planned merger with live entertainment organizer Kustom Entertainment Inc., according to a Friday announcement.

52

52

Benzinga

NOVEMBER 8, 2024

TORONTO, Nov. 08, 2024 (GLOBE NEWSWIRE) -- ThreeD Capital Inc. ("ThreeD") (CSE: IDK , OTCQX: IDKFF ) a Canadian based venture capital firm focused on opportunistic investments in companies in the junior resources and disruptive technologies sectors, announces that through the completion of a private placement (the "Acquisition"), ThreeD and Sheldon Inwentash (the "Joint Actor") acquired ownership and control of an aggregate of 9,000,000 common shares (the "Subject Shares") and 9,000,000 common s

Technology 45

Technology 45

John Jenkins

NOVEMBER 8, 2024

Yesterday, in Gunderson v. The Trade Desk, (Del. Ch.; 11/24), the Chancery Court granted summary judgment to the defendants in a case involving claims that a Delaware corporation’s migration to Nevada required a supermajority vote under the terms of its charter.

45

45

Benzinga

NOVEMBER 8, 2024

Kalaris is a clinical-stage biopharmaceutical company founded by Samsara BioCapital and focused on development of TH103, a novel, differentiated and potentially transformative therapy for patients with neovascular and exudative retinal diseases Invented by VEGF pioneer Dr. Napoleone Ferrara, TH103 has demonstrated longer-acting and increased anti-VEGF activity in head-to-head preclinical studies against aflibercept, and could potentially provide a meaningful advance in treatment in the global $1

Marketability 59

Marketability Compliance Equity 59

Law 360 M&A

NOVEMBER 8, 2024

President Joe Biden announced on Friday night judicial nominees for the Southern District of New York and Guam.

52

52

Benzinga

NOVEMBER 8, 2024

FAIRFIELD, New Jersey, Nov. 08, 2024 (GLOBE NEWSWIRE) -- Velocity One , a newly formed aerospace manufacturing holding company, announced today it has signed a merger agreement with EMCORE Corporation (NASDAQ: EMKR ) ("EMCORE"), a provider of inertial navigation solutions to the aerospace and defense industry. Under the agreement, EMCORE will become a wholly owned subsidiary of Velocity One.

Fair Market Value 45

Fair Market Value Marketability Technology 45

Harvard Corporate Governance

NOVEMBER 8, 2024

Posted by Kai H. E. Liekefett and Derek Zaba, Sidley Austin LLP, on Friday, November 8, 2024 Editor's Note: Kai H. E. Liekefett and Derek Zaba are Co-Chairs of the Shareholder Activism & Corporate Defense Practice at Sidley Austin LLP. After Donald Trump’s stunning electoral victory, the question is what this means for shareholder activism. Numerous activist investors openly endorsed Trump for president in 2024 and donated tens of millions of dollars and more to his campaign and related p

229

229

Benzinga

NOVEMBER 8, 2024

HONG KONG, Nov. 08, 2024 (GLOBE NEWSWIRE) -- Prestige Wealth Inc. (NASDAQ: PWM ) ("PWM", or the "Company"), a wealth management and asset management services provider based in Hong Kong, today announced that, on November 5, 2024, it entered into a definitive acquisition agreement pursuant to which PWM will purchase all shares of InnoSphere Tech Inc.

Technology 40

Technology 40

ThomsonReuters

NOVEMBER 8, 2024

As Donald Trump assumes the presidency again, global trade professionals are confronted with a complex and uncertain landscape. Trump’s past policies and rhetoric suggest significant changes in the global trade environment, which could have far-reaching implications for international markets and economies. This blog explores the potential impacts of the new presidency on global trade, the role of trade professionals in this evolving scenario, and key areas of focus including the De Minimis

Compliance 92

Compliance Banking Marketability Technology 92

Benzinga

NOVEMBER 8, 2024

VANCOUVER, British Columbia, Nov. 08, 2024 (GLOBE NEWSWIRE) -- Stallion Uranium Corp. (the " Company " or " Stallion ") (TSXV: STUD , OTCQB: STLNF , FSE: FE0)) announces that, further to its news release of October 9, 2024 and October 30, 2024, the Company has entered into a definitive agreement (the " Option Agreement ") with 1503571 B.C. Ltd. (the " Optionor "), an arm's-length party, on revised terms pursuant to which the Company has granted the Optionor the option to acquire a 100% inte

40

40

Law 360 M&A

NOVEMBER 8, 2024

While President-elect Donald Trump has promised tax policies, deregulation and lax antitrust enforcement — which all fuel shareholder activism — a closer look at his first administration's track record suggests that his second presidency might be a mixed bag for activist investors and companies alike, say attorneys at Sidley.

52

52

Benzinga

NOVEMBER 8, 2024

DEARBORN, Mich. and WINTER PARK, Fla., Nov. 08, 2024 (GLOBE NEWSWIRE) -- DFCU Financial, one of Michigan's largest and most trusted credit unions, is pleased to announce its intent to acquire Winter Park National Bank (WPNB), a well-established financial institution based in Winter Park, FL. This acquisition marks DFCU Financial's third transaction within the state of Florida, furthering its commitment to providing comprehensive financial services and superior member experiences across

Banking 40

Banking Marketability 40

Benzinga

NOVEMBER 8, 2024

BOSTON and LONDON, Nov. 08, 2024 (GLOBE NEWSWIRE) -- Akari Therapeutics, Plc (NASDAQ: AKTX ), an innovative biotechnology company developing advanced therapies for autoimmune and inflammatory diseases, announces shareholder approval in connection with the merger of Akari Therapeutics, Plc (the Company) and Peak Bio, Inc. At a General Meeting held in relation to the merger at 9:00 a.m.

Equity 40

Equity Marketability 40

Benzinga

NOVEMBER 8, 2024

MIAMI, FL, Nov. 08, 2024 (GLOBE NEWSWIRE) -- Clover Leaf Capital Corp. (OTC: CLOE ) (the "Company" or "Clover Leaf"), announced today that Clover Leaf and Kustom Entertainment, Inc. ("Kustom Entertainment") have mutually agreed to terminate their previously announced Agreement and Plan of Merger (the "Merger Agreement"), effective as of November 7, 2024 by entering into a mutual termination and release agreement (the "Termination and Release Agreement") among Clover Leaf, CL Merger Sub, Inc., Yn

40

40

Benzinga

NOVEMBER 8, 2024

CALGARY, Alberta, Nov. 08, 2024 (GLOBE NEWSWIRE) -- Integral Metals Corp. (CSE: INTG ) (the "Company" or "Integral") announces that, further to its news release on November 7, 2024, it has completed the sale of the Zigzag Project, located in the Thunder Bay Mining Division in Ontario, Canada (the " Zigzag Project ") to Volta Metals Ltd. (" Volta ") for C$350,000.

40

40