Wed.Apr 10, 2024

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The New Framework provided by Moelis

Harvard Corporate Governance

Posted by Nathan Barnett, Ben Strauss, and Marina Leary, McDermott Will & Emery, on Wednesday, April 10, 2024 Editor's Note: Nathan Barnett and Ben Strauss are Partners and Marina Leary is an Associate a t McDermott Will & Emery. This post is based on their McDermott memorandum and is part of the Delaware law series ; links to other posts in the series are available here.

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How institutional investors can gain a performance edge

Mckinsey and Company

Christopher Ailman, chief investment officer of the California State Teachers’ Retirement Fund, explains how performance can be enhanced by culture, diversification, and limiting CIO turnover.

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The Global South in Comparative Corporate Governance

Harvard Corporate Governance

Posted by Mariana Pargendler (Fundação Getulio Vargas Law School), on Wednesday, April 10, 2024 Editor's Note: Mariana Pargendler is Full Professor of Law at Fundação Getulio Vargas Law School in São Paulo. She will join Harvard Law School as Professor of Law in July 2024. This post is based on her SSRN working paper. How does the Global South relate to the global debates on corporate governance?

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Unlocking autonomous vehicle development: TIER IV’s open source blueprint

Mckinsey and Company

Can open-source software unlock the scalability the autonomous-vehicle industry has struggled to achieve amid varied successes and setbacks? Shinpei Kato, CEO of TIER IV, shares his vision for how it might.

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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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A brief review of the 2023 US proxy season and what to expect in 2024

Harvard Corporate Governance

Posted by Andrew R. Droste, Columbia Threadneedle Investments, on Wednesday, April 10, 2024 Editor's Note: Andrew R. Droste is Head of Corporate Governance for North America at Columbia Threadneedle Investments. This post is based on his Columbia Threadneedle memorandum. At a glance We briefly review key takeaways from the US proxy season in 2023, which included a record number of shareholder proposals going to a vote and a rise in anti-ESG shareholder proposals.

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Tax Planning With RCReports

BVR

Tax planning is an essential aspect of financial management for businesses and individuals. However, with a complex and ever-changing tax landscape, it can be challenging to navigate these waters effectively, which is where RCReports can be a game-changer.

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Ex-Art Institutes Execs Want Insurers To Avert $336M Suit

Law 360 M&A

Former executives of a holding company that bought now-defunct for-profit colleges Argosy University, South University and The Art Institutes asked an Ohio federal court to force excess insurers to settle receivership claims before the pair are formally accused of leaving a $336 million debt in their wake.

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Comment on Valuation Connect Demands Licenses, Denies Fair Pay by Retired Appraiser

Appraisers Blog

In reply to Koma. What could they possibly do to make this a less profitable profession? Revoke everyone’s license that coordinated a fee strike? They would be doing everyone a huge favor if they took such action.

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Practicing Law With Parkinson's Disease

Law 360 M&A

This Parkinson’s Awareness Month, Adam Siegler at Greenberg Traurig discusses his experience working as a lawyer with Parkinson’s disease, sharing both lessons on how to cope with a diagnosis and advice for supporting colleagues who live with the disease.

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Comment on Valuation Connect Demands Licenses, Denies Fair Pay by Retired Appraiser

Appraisers Blog

Valuation Connect values the “appraisal expertise” component of a hybrid appraisal at 18% of what the consumer pays for an appraisal.

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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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Hedge fund takes on shipping magnates over oil tanker deal

Financial Times M&A

FourWorld takes legal action after ‘egregious’ transaction that ended deadlock over ownership of oil shipping group Euronav

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2024 Global Real Estate, Lodging & Leisure Industry Report

Benchmark Report

Explore the 2024 Global Real Estate, Lodging & Leisure Industry Report, highlighting key trends, market growth projections, and M&A opportunities.

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How a New Regulatory Framework Could Contain Bank Runs and Promote Recovery

Reynolds Holding

The rapid escalation in uninsured deposit runs in March 2023 led to chaotic intervention with potentially severe fiscal implications. The runs spotlighted once again the limit on prudential norms. Since the collapse of SVB, Credit Suisse, and other smaller banks that year, many reform proposals have focused on stronger ex-ante prudential measures, such as higher capital and liquidity rules ( Admati et al., 2023 ).

Banking 59
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Why Is Kidney Disease-Focused Alpine Immune Sciences Stock Trading Higher On Wednesday?

Benzinga

Alpine Immune Sciences Inc (NASDAQ: ALPN ) is reportedly considering strategic options, including a potential sale, following interest from potential buyers. The Seattle-based firm is working closely with advisors and evaluating various possibilities, and at least one major pharmaceutical player has expressed interest in an acquisition. While discussions are ongoing, Bloomberg cautioned , citing sources familiar with the matter, that no decision has been made, and there’s no assurance th

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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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Preparing Your Business for Potential Buyers in Mergers and Acquisitions

Sun Acquisitions

In business, mergers and acquisitions (M&A) are common strategies for growth and expansion. If you’re considering selling your business or even just open to the possibility, it’s crucial to prepare for potential buyers effectively. The M&A process is intricate, and getting your business ready can make a significant difference in attracting the right buyers and securing a successful deal.

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NYSE Proposes Favorable Change for SPACs

John Jenkins

Here’s something that Meredith posted last week on TheCorporateCounsel.net Blog: Yesterday, the SEC posted this notice & request for comment for a proposed NYSE rule change that would amend Section 102.

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What is Regulatory Compliance for Banks?

N Contracts

Regulatory compliance is essential for banks and other financial institutions, ensuring that operations and activities meet legal and regulatory requirements and adhere to industry-recognized ethical standards.

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Methods for Valuing Equipment

Peak Business Valuation

Are you buying , selling , lending to, or managing a business with machinery and equipment? If so, you may feel some pressure to better optimize equipment investments. All this while minimizing risks and costs. Don’t settle for guesswork! You can drive tangible results with a machinery and equipment appraisal. This article can help you better understand the different methods for valuing equipment.

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No Merit To Autonomy Whistleblower Claims, Auditor Says

Law 360 M&A

A Deloitte partner testifying in a California criminal trial over claims that former Autonomy CEO Michael Lynch and finance director Stephen Chamberlain duped HP into buying the British tech company for $11.7 billion said Wednesday that auditors concluded that whistleblower allegations by a finance department executive were meritless.

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Accenture Acquires Customer Engagement Agency Unlimited - What's On The Cards?

Benzinga

Accenture Plc (NYSE: ACN ) has acquired the integrated customer engagement agency Unlimited for an unknown sum. After the acquisition, Unlimited will become part of Accenture Song, the tech-powered creative group. Headquartered in London, with additional locations in Bristol, Winchester and Reading, Unlimited’s nearly 600 employees will join Accenture Song’s U.K. team aligned to the marketing practice under Bill Scott, Full story available on Benzinga.

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Colo. AG Says Kroger Divestiture Plan Is Best Left For Trial

Law 360 M&A

Colorado's attorney general wants a state judge to block Kroger and Albertsons from presenting evidence about a new divestiture plan at an upcoming hearing on the state's motion to temporarily block the grocers' merger, claiming the yet-to-be revealed plan is a strategy to "win by ambush.

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AMA: Michel Valstar, founder of BlueSkeye AI

Vested

Founder, Chief Evangelist and Scientific Officer Michel Valstar and the team at BlueSkeye AI are looking to save lives with their revolutionary AI facial recognition app.

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Comparing Corporate Law In Delaware, Texas And Nevada

Law 360 M&A

With Elon Musk's recent decision to reincorporate his companies outside of Delaware, and with more businesses increasingly considering Nevada and Texas as corporate homes, attorneys at Baker Botts look at each jurisdiction's foundation of corporate law, and how the differences can make each more or less appealing based on a corporation's needs.

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Davis Polk Discusses RECOUP Act’s Clawbacks of Failed-Bank Executives’ Compensation

Reynolds Holding

In a recent opinion piece in the Washington Post , former FDIC Chair Sheila Bair and leading British bank historian Charles Goodhart argued in favor of the executive compensation clawback provision in the proposed RECOUP Act , which we analyzed here. The provision would grant the FDIC authority to recoup up to two years of compensation from any senior executive of a failed bank or a parent holding company who was responsible for the bank’s failed condition.

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PGA Tour-LIV Merger Questions Swirl As Masters Tees Off

Law 360 M&A

With a trial attorney from the entertainment section of the U.S. Department of Justice's Antitrust Division sitting quietly by, sports law experts speculated Wednesday at the American Bar Association's spring antitrust meeting whether — and how — the agency might challenge the $3 billion merger between the PGA Tour and LIV.

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RadNet to Make its Second Acquisition in Houston, Texas

Benzinga

LOS ANGELES, April 10, 2024 (GLOBE NEWSWIRE) -- RadNet, Inc. (NASDAQ: RDNT ), a national leader in providing high-quality, cost-effective outpatient diagnostic imaging services, today announces that it has signed a definitive agreement to purchase the assets of six imaging centers in the greater Houston, Texas metropolitan area. This acquisition, which is anticipated to be completed before the end of the second quarter of 2024, is RadNet's second announced transaction in Houston, and upon c

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Class Attys Seek Big Payday For $100M Pattern Energy Deal

Law 360 M&A

Class attorneys are urging the Delaware Chancery Court to approve a $100 million settlement to end state and federal court litigation over Pattern Energy Group Inc.'s $6.1 billion go-private sale in 2020 and award them $26 million in fees for a deal they say is the largest of its kind in the Chancery's history.

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First Onsite Restoration Enhances Geographic Footprint in Growing Southeast U.S. Region

Benzinga

TORONTO, April 10, 2024 (GLOBE NEWSWIRE) -- FirstService Corporation (NASDAQ: FSV ) ("FirstService") announced today that its subsidiary, First Onsite Property Restoration ("First Onsite"), has recently acquired All Restoration Solutions, LLC ("ARS" or the "Company"). The executive leaders of ARS will continue to hold a minority equity stake and oversee day-to-day operations.

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NYSE Seeks To Provide SPACs More Time To Close Mergers

Law 360 M&A

A New York Stock Exchange proposal would provide special-purpose acquisition companies with six more months to complete mergers while remaining listed — assuming relevant parties have signed a definitive agreement before a three-year deadline — potentially providing market participants more flexibility to close deals.

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Geopulse Exploration, Inc. Acquires 50% of ATC Services

Benzinga

LOS ANGELES, CA, April 10, 2024 (GLOBE NEWSWIRE) -- via NewMediaWire -- Geopulse Exploration, Inc. (OTC: GPLS )("Geopulse" or the "Company") has entered into a Reorganization Agreement with Advanced Technology Construction, LLC, d/b/a ATC Services for the acquisition of all of the outstanding membership interests of ATC, to take place in two closings.

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Merger Notification Overhaul 'Pretty Close,' DOJ Official Says

Law 360 M&A

A senior U.S. Department of Justice antitrust official predicted Wednesday that the DOJ and Federal Trade Commission are likely just weeks away from issuing the final version of a major overhaul to the filing requirements of companies notifying mergers to the agencies.

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Groundworks® Increases Ohio Footprint with the Acquisition of The Basement Guys

Benzinga

VIRGINIA BEACH, Va., April 10, 2024 (GLOBE NEWSWIRE) -- Groundworks ® , the nation's leading foundation and water management solutions company, announces its acquisition of The Basement Guys. The addition of this Cleveland based brand expands the Groundworks presence in Ohio, as well as marks the introduction of basement finishing to its already robust lineup of home services.

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Beer Biz Investors Beg NC Justices To Clear Legal Haze

Law 360 M&A

Former shareholders looking to revive their fraud suit against the CEO of a beverage company and his wife asked the North Carolina Supreme Court on Wednesday to tie up an unsettled area of fiduciary law, saying a lower court's disparate jurisprudence "cries out" for clarity.

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This Latin American Cannabis Co. Plans To Expand In Thailand Amid Significant Shifts In Weed Regulation Landscape

Benzinga

PharmaCielo Ltd. (TSXV: PCLO ) (OTCQX: PCLOF ) revealed its plans to acquire cannabis operations in Thailand. What Happened On Wednesday, the Canadian parent of Colombia’s premier cultivator and producer of dried flower and medicinal-grade cannabis extracts, PharmaCielo Colombia Holdings S.A.S., announced it had signed a binding letter of intent to enter a proposed transaction to acquire 100% of the issued and outstanding shares of Siam Ventures Corporation in exchange for common shares of