Appraisal Rights
MAY 31, 2019
It looks that way, according to this analysis on the CLS BlueSky Blog. From the authors: “… investors pay close attention to how stock-based deals affect the acquirer’s short-term earnings per share (EPS). Merger announcements are regularly accompanied by discussions of whether the deal will be accretive or dilutive for the acquirer’s EPS, and if immediately dilutive, how quickly the deal would turn accretive.
Quantive
MAY 16, 2019
In case you missed our Exit Planning Institute Chapter meeting this month we’re dropping this recap below. Great meeting with a ton of valuable content for both those in the “deal world” as well as those considering acquiring / divesting. This month we focused on reps & warranties insurance (also referred to as “transactional risk […].
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Sun M&A
MAY 29, 2019
While the importance of timing is paramount, it tends to be underestimated when considering the sale of a business. Determining the “right” timing is increasingly difficult in today’s environment with many complicated external factors impacting business value and marketability. . These external factors include unstable and unpredictable economic climate and rapidly evolving, industry disrupting technologies.
Quantive
MAY 15, 2019
Our guest this week is Scott Taylor of SmolvenPlevy! We’re discussing how the market played out for his firm in 2018 and what the M&A market is looking like for 2019. Be sure to tune in and subscribe!
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.
Quantive
MAY 15, 2019
Statistics tell us that for most entrepreneurs and family business owners, their operating business makes up about 80% of their net worth. What’s more is that most business owners that we work with are what we think of as “business rich and cash poor.” They’ve built a very valuable – yet very illiquid – asset.
Appraisal Rights
MAY 14, 2019
Sometimes! Appraisal is almost always an issue for the shareholders of the target, or seller, corporation. But, in very rare instances, the shareholders of the acquiring corporation may have appraisal rights. Enter the 2005 case of Proctor & Gamble and Gillette. In 2005, Procter & Gamble (P&G) announced a multibillion dollar merger with Gillette, to be consummated a stock-for-stock reverse triangular merger.
Business Valuation Zone brings together the best content for business valuation professionals from the widest variety of industry thought leaders.
Quantive
MAY 3, 2019
Quantive’s client Marlin Ventures was acquired by Consortium Management Group, Inc. Marlin Ventures, a government contracts consulting firm, is renowned for its commitment to its clients’ success. Marlin Ventures provides a full range of business development and contract administration support “from capture to closeout” The terms of the transaction were not disclosed.
Appraisal Rights
MAY 30, 2019
Does the valuation method parties pursue, and that a Court uses, matter to the ultimate valuation of a firm? This recent paper studying data from Finnish appraisal of private terms over a 16 year period suggests that the choice of methodology does matter. For readers of this blog, or those who know of appraisal predominantly through the Delaware-dominated and – more relevant here – public company dominated area, this conclusion may seem obvious.
Appraisal Rights
MAY 29, 2019
We’ve covered before that major proxy voting analyst Taft-Hartley suggests investors vote in favor of appraisal rights and that a major pension fund’s guidelines likewise favor appraisal. Add Boston Partners, a major investment manager, to the list of those favoring appraisal rights in their proxy voting, according to their 2019 proxy voting guidelines [.pdf].
Appraisal Rights
MAY 28, 2019
Legal news site Law360 published this analysis [$$$] about whether, in light of Aruba , it’s time for a new “checklist” on appraisal. The core takeaway is something academics have been observing over time: appraisal is growing closer to breach of fiduciary duty litigation – and the space between the two types of cases is shrinking. With that said, appraisal remains a distinct type of action, even if the substantive room for the remedy is (as the authors content) is reduced.
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
Appraisal Rights
MAY 23, 2019
While there are many areas of appraisal up for debate, and actively being debated in the Delaware courts, sometimes there’s an easy one. When a company engages in a merger, under the DGCL, the Company must timely notify shareholders of their appraisal rights if those rights exist. What a company cannot do – as its alleged the Defendant in Anurag Mehta v.
Appraisal Rights
MAY 20, 2019
Yes – at least according to Professors Korsmo and Myers. In this piece from the HLS Forum on Corporate Governance, the Professors argue that the Aruba decision continued a trend of the Delaware Supreme Court misapplying certain modern finance concepts, starting most glaringly in Dell and DFC, and with Aruba only slowly turning the ship back towards a truer course.
Appraisal Rights
MAY 3, 2019
From Deallawyers.com , observing that the decision can be read as a pretty direct rebuke to the lower Court, and focusing on the Delaware Supreme Court’s finding that the lower court decision appeared “results-oriented.”. From Bloomberg Law , arguing that Aruba harms appraisal arbitrage (despite rejecting unaffected stock price), but concluding that “. the court’s decision, which narrowly applied to the facts in the Aruba case, raises questions because it doesn’t settle the dispute on how much w
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