Mon.Mar 24, 2025

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How Does Rollover Equity Work? A Primer for Sellers

Class VI Partner

Rollover equity is a powerful tool that can provide unique benefits to business owners who are selling their company in an M&A transaction. This practice ensures sellers maintain a stake in their business post-transaction and allows them to continue to see value from their company for years to come.

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Silver Lake and Davidson Kempner face off over ecommerce start-up

Financial Times M&A

Vacation rental marketplace Vacasa is latest struggling tech group to be caught between Wall Street titans

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Trending Sources

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How seven steps can help midsize industrials crack the transformation code

Mckinsey and Company

In a challenging geopolitical and market environment, midsize industrial companies are under pressure to build resilience and scale. Seven transformation levers can help them reach their potential.

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Ari Emanuel cedes role as Endeavor chief after Silver Lake completes takeover

Financial Times M&A

Powerbroker takes step back at talent agency he founded in move that underscores changing of the guard in Hollywood

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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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Bread Financial Gets Investor's Spinoff Suit Tossed For Good

Law 360 M&A

Bread Financial Holdings Inc. and some of its executives have beaten a shareholder suit alleging that they tried to defraud investors by concealing issues with now-bankrupt spinoff company Loyalty Ventures, with a court ruling that the defendants had made necessary disclosures to investors.

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Building companies huddle up to counter US housing chill

Financial Times M&A

Homebuilders, which began the year on an optimistic note, are now underperforming the broader stock

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More Trending

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Big Law’s ‘existential crisis’

Financial Times M&A

Plus, how one of KKRs big investments in Europe turned sideways and Silver Lake completes a Hollywood mega-deal

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Live Nation Inks $20M Deal Over Swift Tour-Tied Investor Suit

Law 360 M&A

Investors suing Live Nation Entertainment Inc. have asked a California federal judge to approve a $20 million deal ending claims that the company made misleading statements about its operations when news of alleged anticompetitive practices with Ticketmaster caused stock prices to drop following the tickets sales debacle for Taylor Swift's The Eras Tour.

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DGCL Amendments: Debate Rages On & SB 21 Moves Along

John Jenkins

The debate over Senate Bill 21 continues to rage on, while the legislation itself, which would amend the DGCL to provide a broad safe harbor for controlling stockholder transactions, is moving through the Delaware General Assembly at near warp speed.

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Feds, Javice Rest In Trial Over JPMorgan's $175M Frank Buy

Law 360 M&A

Manhattan federal prosecutors and Charlie Javice on Monday both wrapped up their cases in the trial of the former Frank CEO and another executive, who are accused of tricking JPMorgan into buying the education startup for $175 million based on false information.

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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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Does Mandatory Risk Disclosure Harm Corporate Innovation?

Harvard Corporate Governance

Posted by Shiu-Yik Au (University of Manitoba) and Hongping Tan (McGill University), on Monday, March 24, 2025 Editor's Note: Shiu-Yik Au is an Associate Professor of Finance at University of Manitoba, and Hongping Tan is a Professor of Accounting at McGill University. This post is based on their recent article forthcoming in the Journal of Accounting and Public Policy.

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Ex-Pioneer CEO's Federal Case Against FTC Paused

Law 360 M&A

A Texas federal court agreed Monday to pause a lawsuit from the former CEO of Pioneer Natural Resources accusing the Federal Trade Commission of violating his constitutional rights by barring him from serving on Exxon's board until there's a decision in the administrative case.

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Navigating DEI Disclosure amid Regulatory Shifts

Harvard Corporate Governance

Posted by Neil McCarthy, Markus Hartmann and James Palmiter, DragonGC, on Monday, March 24, 2025 Editor's Note: Neil McCarthy is Co-Founder and Chief Product Officer, Markus Hartmann is Chief Legal Development Officer , and James Palmiter is CEO and Co-Founder at DragonGC. This post is based on a DragonGC memorandum by Mr. McCarthy, Mr. Hartmann, Mr.

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T-Mobile, UScellular Deal Could Cut Service, FCC Warned

Law 360 M&A

The planned multibillion-dollar tie-up between T-Mobile and UScellular wireless operations could harm consumers by shutting down cell towers in areas that can't be served without government deployment aid, the deal's opponents told the Federal Communications Commission.

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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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Key Legal Considerations in Nonprofit Spinout Transactions

Harvard Corporate Governance

Posted by Michael Santos, Daniel Irvin, and Stefan Rajiyah, Morrison & Foerster LLP, on Monday, March 24, 2025 Editor's Note: Michael Santos is a Partner, and Daniel Irvin and Stefan Rajiyah are Associates, at Morrison & Foerster LLP. This post is based on their Morrison & Foerster memorandum. I. What is a Nonprofit Spinout? A nonprofit spinout refers to a transaction where a nonprofit organization sells all or a substantial portion of its assets to a for-profit organization.

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Chancery OKs Paramount Global Docs Suit For Interim Appeal

Law 360 M&A

Citing unsettled issues covering the use of confidential sources and pre- or post-petition evidence in stockholder books and records cases, a Delaware vice chancellor on Monday asked Delaware's Supreme Court for mid-case review of a decision that revived a Paramount Global records demand suit.

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Alcon Eyes Surgical Edge With LENSAR Buyout: Details

Benzinga

Shares of eye care company Alcon AG (NYSE: ALC ) are trading higher on Monday. The company has agreed to acquire LENSAR Inc (NASDAQ: LNSR ), a firm recognized for its laser solutions in cataract surgery. Under the terms of the deal, Alcon will purchase LENSAR shares for $14.00 per share in cash for an aggregate implied value of approximately $356 million.

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3 Firms Advise As Gold Cos. Tussle Over Rejected $2.1B Offer

Law 360 M&A

Australia's Gold Road Resources Ltd. rejected what it called a "highly opportunistic" AU$3.3 billion ($2.07 billion) takeover bid from South African miner Gold Fields Ltd., but both companies were left "disappointed" after a Gold Road counterproposal was also turned down, according to company statements Monday.

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Why Business Valuation Matters in Partner Buyouts

BV Specialists

When business partners decide to part ways, a fair and accurate valuation of the company is a critical step in the process. Whether a partner is retiring, moving on to another venture, or selling their stake for any other reason, determining the current value of your small business provides a high likelihood of a smooth transition while minimizing the chance for a dispute.

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3rd Circ. Upholds No-Coverage Ruling For PNC's $106M Loss

Law 360 M&A

PNC Bank NA can't get coverage for a more than $106 million judgment it paid over underlying claims that a bank PNC acquired had mismanaged certain trust accounts, the Third Circuit ruled, finding a provision that barred coverage for wrongful acts occurring before an acquisition was applicable.

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Gold Road Rejects Gold Fields' 'Opportunistic' Bid, Criticizes Timing, Terms

Benzinga

Gold Fields Ltd (NYSE: GFI ) submitted a non-binding, indicative , and conditional offer to acquire 100% of Gold Road Resources Ltd (OTC: ELKMF ) for A$3.05 per share. The March 7 proposal , announced on Monday, included A$2.27 in fixed cash and a variable component linked to Gold Road's stake in De Grey Mining. As of March 21, the offer valued Gold Road at approximately A$3.3 billion (~ $2.07 billion), implying an enterprise value of A$2.4 billion.

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O'Melveny Adds Willkie M&A Tech Pro in California

Law 360 M&A

O'Melveny & Myers LLP announced Monday that it has brought on a Willkie Farr & Gallagher LLP mergers and acquisitions ace with lots of technology company expertise as a partner in the firm's Silicon Valley and Orange County, California, offices.

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Roper Technologies Announces $1.65 Billion CentralReach Acquisition, Targets 20%+ Growth

Benzinga

Roper Technologies, Inc. (NASDAQ: ROP ) shares are trading higher on Monday after the company disclosed a deal to acquire CentralReach from Insight Partners for a net purchase price of around $1.65 billion. The acquisition price factors in a $200 million tax benefit. CentralReach offers cloud-based software designed to streamline the workflow and administration of Applied Behavior Analysis (ABA) therapy.

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Norton Rose, Latham Steer Alcon's $430M Lensar Buy

Law 360 M&A

Eye care company Alcon, advised by Norton Rose Fulbright, unveiled on Monday an agreement to purchasemedical technology developer Lensar, which is represented byLatham & Watkins LLP, for up to $430 million.

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James Hardie To Acquire AZEK In $8.75 Billion Deal, Expanding Its Grip On Outdoor Living Market; JHX Stock Slips

Benzinga

Shares of fiber cement and fiber gypsum building solutions provider James Hardie Industries plc (NYSE: JHX ) are trading lower in premarket on Monday. The company has entered into an agreement to acquire The AZEK Company Inc. (NYSE: AZEK ) in a transaction valued at $8.75 billion. The agreement will be structured with a combination of cash and shares of James Hardie, while also taking on AZEK’s net debt of around $386 million.

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DNA Testing Firm 23AndMe Files Ch. 11 With Plans To Sell

Law 360 M&A

DNA testing company 23andMe Inc. filed for Chapter 11 protection in Missouri bankruptcy court, listing $214 million of debt and saying it plans to sell its business through the bankruptcy process.

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Riot Platforms Powers Up: Eyes $185 Million Acquisition Deal To Boost Mining Capacity

Benzinga

Riot Platforms, Inc. (NASDAQ: RIOT ) shares are trading higher premarket on Monday. On Friday, the company inked a non-binding term sheet outlining the potential acquisition of certain assets owned by Rhodium Encore LLC at Riot’s Rockdale Facility. The proposed transaction would be carried out by Whinstone US, Inc. , or an affiliate, a wholly-owned Riot subsidiary.

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King & Spalding Guides Roper's $1.65B CentralReach Deal

Law 360 M&A

Roper Technologies Inc., advised byKing & Spalding LLP, announced Monday it plans to buy CentralReach, a software company that is focused on autism and intellectual and developmental disabilities care, from private equity shop Insight Partners for roughly $1.65 billion.

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EXCLUSIVE: MIRA Pharmaceuticals Signs To Acquire SKNY Pharmaceuticals, Expand Pipeline Into Weight Loss And Smoking Cessation Drug

Benzinga

On Monday, MIRA Pharmaceuticals, Inc. (NASDAQ: MIRA ) signed a binding letter of intent (LOI) to acquire SKNY Pharmaceuticals, Inc. The transaction includes a $5 million capital infusion of cash or equivalent consideration into MIRA, reinforcing its financial position and supporting the advancement of SKNY-1, a preclinical-stage oral drug candidate for weight loss and smoking cessation.

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Firms Still Have Lateral Market Advantage, But Risks Persist

Law 360 M&A

Partner and associate mobility data from the fourth quarter of 2024 shows that were in a new, stable era of lateral hiring where firms have the edge, but leaders should proceed cautiously, looking beyond expected revenue and compensation analyses for potential risks, say Julie Henson and Greg Hamman at Decipher Investigative Intelligence.

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Jones Lang LaSalle Expands Into Renewables With Javelin Capital Acquisition: Details

Benzinga

On Monday, Jones Lang LaSalle Inc. (NYSE: JLL ) announced it agreed to acquire Javelin Capital, a North American investment bank specializing in renewable energy. Financial terms were not disclosed. The acquisition will enhance JLL’s Energy & Infrastructure Capital Markets presence in the U.S., complementing its established global platform, which has already completed over $20 billion in transactions across Europe and Asia.

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4 Firms Advise On $8.75B James Hardie, Azek Deal

Law 360 M&A

Dublin-based building products company James Hardie Industries PLC has agreed to acquire The Azek Co. Inc. in a cash and stock transaction valued at $8.75 billion, including debt, in a deal steered by four law firms.

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How a Business Valuation Can Help Increase ROI

Peak Business Valuation

Understanding a businesss ROI is extremely useful in various scenarios. This metric provides insight into the efficiency and profitability of an investment. For those looking to buy a business, determining its ROI helps validate your decision. If you want to grow or sell a business, you can use this metric to make strategic adjustments, improve performance, and justify an asking price.

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Sidley-Led Clearlake Inks $7.7B Deal To Buy Dun & Bradstreet

Law 360 M&A

Clearlake Capital Group has agreed to acquire business analytics provider Dun & Bradstreet Holdings Inc. at a $7.7 billion valuation, including debt, in a deal steered bySidley Austin LLP and Weil Gotshal & Manges LLP,the companies said Monday.

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