Sat.Jan 27, 2024 - Fri.Feb 02, 2024

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8 Firms Lead $3.7B Sale Of Cigna Medicare Businesses

Law 360 M&A

The Cigna Group will sell multiple health benefits and Medicare units to Health Care Service Corp., the companies said Wednesday in an announcement detailing a deal valued at around $3.7 billion and steered by Wachtell Lipton Rosen & Katz, Rule Garza Howley LLP, Mintz Levin Cohn Ferris Glovsky and Popeo PC and Sidley Austin LLP.

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Tornetta v. Musk: Post-Trial Opinion

Harvard Corporate Governance

Posted by Anna Restuccia (Harvard Law School), on Thursday, February 1, 2024 Editor's Note: This post provides the text of the post-trial opinion regarding the case between Richard J. Tornetta on behalf of Tesla, Inc. against Elon Musk, decided by the Delaware Court of Chancery on January 30, 2024. This post is part of the Delaware law series ; links to other posts in the series are available here.

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The future of the payments industry: How managing risk can drive growth

Mckinsey and Company

In the coming year, the payments industry will be confronted with high levels of risk, intensifying regulatory scrutiny, and significant changes in global standards.

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Ncontracts Selected as ICBA Preferred Service Provider for Vendor, Risk, and Compliance Management

N Contracts

BRENTWOOD, Tenn., January 30, 2024 - The Independent Community Bankers of America (ICBA) today announced that Ncontracts has been selected as its newest Preferred Service Provider (PSP). Ncontracts, which provides integrated vendor, risk, and compliance management solutions, helps community banks confidently manage their enterprise risk and vendor management workload.

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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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Private Equity Is Starting to Share With Workers, Without Taking a Financial Hit

NYT M&A

The buyout giant KKR pioneered a model of granting ownership stakes to employees at portfolio companies. Now it wants the approach to spread.

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The Corporate Investment Benefits of Mutual Fund Dual Holdings

Harvard Corporate Governance

Posted by Rex Wang Renjie (Vrije Universiteit Amsterdam), Patrick Verwijmeren (Erasmus School of Economics), and Shuo Xia (Halle Institute for Economic Research), on Friday, February 2, 2024 Editor's Note: Rex Wang Renjie is an Assistant Professor of Finance at the Vrije Universiteit Amsterdam and Tinbergen Institute; Patrick Verwijmeren is a Professor of Corporate Finance at the Erasmus School of Economics; and Shuo Xia is an Assistant Professor of Finance at Halle Institute for Economic Rese

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3 BigLaw Firms Guide Trans Rights Groups In Pending Merger

Law 360 M&A

A trio of large law firms are providing pro bono representation to help two national transgender civil rights organizations navigate a planned merger that the groups' leaders say will amplify their voices as they advocate for trans people across the country.

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Starting an ESOP? Do These Three Things First

Meade & Moore

Employee stock ownership plans (ESOPs) can be thought of as supercharged defined benefit plans. Instead of providing your employees with cash they can pull out at retirement, ESOPs give your employees equity in the company. As we discussed in a previous article , ESOPs can satisfy a wide variety of needs. But before you set up your ESOP plan, make sure you do these three things first.

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How Do Consumers Use Firm Disclosure? Evidence from a Randomized Field Experiment

Harvard Corporate Governance

Posted by Maximilian Muhn, University of Chicago Booth School of Business, on Thursday, February 1, 2024 Editor's Note: Maximilian Muhn is an Assistant Professor of Accounting at the University of Chicago Booth School of Business. This post is based on a working paper by Professor Sinja Leonelli , Professor Muhn, Professor Thomas Rauter , and Professor Gurpal Sran.

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Tech-enabled transformations: Three supply chain success stories

Mckinsey and Company

Enterprise-wide platform transformations (EPTs) aren’t easy, but a holistic approach is unlocking manufacturing and supply chain efficiencies while driving sustainable growth and customer satisfaction.

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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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Morgan Lewis Accused Of Improperly Helping Health Biz CEO

Law 360 M&A

A healthcare company with offices in New Jersey alleged this week that a Morgan Lewis & Bockius LLP partner committed malpractice during a deal to sell the company by aiding its then-CEO in negotiating a $9 million bonus for himself, at the expense of the business.

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How Does the New CECL Model Affect Your Financial Statements?

Gross Mendelsohn

Non-public entities will need to adopt the new Current Expected Credit Loss (CECL) model starting with 2023 calendar year-end financial statements. What does this mean for your company and your financial statements?

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ESG Insights: 10 Things That Should Be Top of Mind in 2024

Harvard Corporate Governance

Posted by Paul A. Davies, Sarah E. Fortt, and Betty M. Huber, Latham & Watkins LLP, on Tuesday, January 30, 2024 Editor's Note: Paul A. Davies , Sarah E. Fortt , and Betty M. Huber are partners and Global Co-Chairs of Latham & Watkins’ Environmental, Social, and Governance practice. This post is based on a Latham memorandum by Mr. Davies, Ms.

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From trials to triumphs in building materials circularity: Takeaways from Davos

Mckinsey and Company

Demand for low-carbon buildings could be three times higher than supply, thereby driving the circular transition. This is just one finding from our panel on circularity in the built environment at the 2024 annual meeting of the World Economic Forum.

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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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Taxation With Representation: Simpson, Wachtell Lipton

Law 360 M&A

In this week's Taxation With Representation, Rise Growth Partners receives a $250 million investment, a group of investors led by Carlyle Group co-founder David Rubenstein acquires a controlling stake in MLB's Baltimore Orioles, The Cigna Group sells multiple Medicare businesses to Health Care Service Corp., and WillScot Mobile buys McGrath RentCorp.

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Data Update 4 for 2024: Danger and Opportunity - Bringing Risk into the Equation!

Musings on Markets

In my last data updates for this year, I looked first at how equity markets rebounded in 2023 , driven by a stronger-than-expected economy and inflation coming down, and then at how interest rates mirrored this rebound. In this post, I look at risk, a central theme in finance and investing, but one that is surprisingly misunderstood and misconstrued.

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2023 Silicon Valley 150: Corporate Governance Report

Harvard Corporate Governance

Posted by Richard Blake, Wilson Sonsini Goodrich & Rosati, on Monday, January 29, 2024 Editor's Note: Richard Blake is a Partner at Wilson Sonsini Goodrich & Rosati. This post is based on a WSGR memorandum by Mr. Blake, Lillian Jenks , Courtney Mathes , and Barbara Novak. Our 2023 Silicon Valley 150 Corporate Governance Report reviews the corporate governance practices and disclosures of the Valley’s largest public companies.

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Time to move: Sporting goods 2024

Mckinsey and Company

Many sporting goods executives are looking to 2024 with more optimism. But in the year ahead, they will need to adapt to shifting consumer preferences, revisit planning practices, embrace ecosystems, and take action on sustainability.

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Bankrupt Pharma Co. Impel Gets OK For $17.5M Sale

Law 360 M&A

Migraine-drug maker Impel Pharmaceuticals can proceed with its sale to JN Bidco LLC, which had made a $17.5 million stalking horse bid, U.S. Bankruptcy Judge Stacey G. Jernigan said at a hearing Thursday in a Texas bankruptcy court.

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Mapping and Fair Lending: How the Agencies Use Your HMDA Data

N Contracts

The Agencies told us they use maps to prove redlining. Tell your HMDA compliance story visually with fair lending analytics mapping tools.

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Driving Board Excellence

Harvard Corporate Governance

Posted by Matteo Tonello, The Conference Board, on Wednesday, January 31, 2024 Editor's Note: Merel Spierings is Senior Researcher at The Conference Board ESG Center in New York. This post relates to a report authored by Ms. Spierings and based on disclosure data from Corporate Board Practices in the Russell 3000, S&P 500, and S&P MidCap 400: Live Dashboard , a live online dashboard published by The Conference Board and ESG data analytics firm ESGAUGE , in collaboration with Debevoise &#

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How US states can advance a successful clean-energy transition

Mckinsey and Company

By taking a more active role in the energy transition, state leaders can elevate communities, deliver inclusive economic growth, and help the country reach net zero.

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5 Reasons Associates Shouldn't Take A Job Just For Money

Law 360 M&A

As a number of BigLaw firms increase salary scales for early-career attorneys, law students and lateral associates considering new job offers should weigh several key factors that may matter more than financial compensation, say Albert Tawil at Lateral Hub and Ruvin Levavi at Power Forward.

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PGA Tour Raises $1.5 Billion From Group of U.S. Investors

NYT M&A

The move, which involves the Fenway Sports Group, raises questions about whether a deal to combine forces with Saudi Arabia’s sovereign fund is still necessary.

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Annual Review of Shareholder Activism 2023

Harvard Corporate Governance

Posted by Mary Ann Deignan, Rich Thomas, and Kathryn Night, Lazard, on Monday, January 29, 2024 Editor's Note: Mary Ann Deignan is Head of Capital Markets Advisory, and Rich Thomas and Kathryn Night are Managing Directors in the Capital Markets Advisory group at Lazard. This post is based on a Lazard memorandum by Ms. Deignan, Mr. Thomas, Ms. Night, Christopher Couvelier , Antonin Deslandes, and Leah Friedman.

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The McKinsey Crossword: Cheese Filling | No. 165

Mckinsey and Company

Sharpen your problem-solving skills the McKinsey way, with our weekly crossword. Each puzzle is created with the McKinsey audience in mind, and includes a subtle (and sometimes not-so-subtle) business theme for you to find. Answers that are directionally correct may not cut it if you’re looking for a quick win.

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The Legal Industry Needs A Cybersecurity Paradigm Shift

Law 360 M&A

As law firms face ever-increasing risks of cyberattacks and ransomware incidents, the legal industry must implement robust cybersecurity measures and privacy-centric practices to preserve attorney-client privilege, safeguard client trust and uphold the profession’s integrity, says Ryan Paterson at Unplugged.

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Small Business Owners: Don’t Prioritize Price Over Quality!

BV Specialists

Business owners are constantly having to review their annual expense budgets for both fixed overhead and variable costs that arise from new projects and demands that come up in any given year. It is common for decisions to be made based largely on who can deliver the lowest price, especially in a competitive market where the product or service needed can come from a multitude of vendors.

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Non-GAAP Adjustments: Impact of Merger and Acquisition Activity on Performance Targets and Results

Harvard Corporate Governance

Posted by Mike Kesner and Steve Pakela, Pay Governance, on Saturday, January 27, 2024 Editor's Note: Mike Kesner is a Partner and Steve Pakela is a Managing Partner at Pay Governance. This post is based on their Pay Governance memorandum. Introduction One of the more complex issues when measuring performance for incentive plan purposes is how to consider the effect of mergers, acquisitions, dispositions, and the related transaction costs (M&A activity) on financial performance during the

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Exploring new regions: The greenfield opportunity in semiconductors

Mckinsey and Company

Three factors—supply chain security, sustainability, and subsidies—feature prominently as semiconductor companies expand into new countries or regions.

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Telegraph takeover: UK issues ‘stop meddling’ order to UAE-backed consortium

The Guardian M&A

Legal move stops any changes to top management and editorial executives until investigations are complete Telegraph could become ‘PR arm’ of UAE after takeover, MPs warned The UK government has issued a legal order stopping a UAE-backed consortium from meddling with the Telegraph, including making any changes to top management and editorial executives, until investigations into its proposed takeover are complete.

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Q&A: The Future of Artificial Intelligence and Contract Management

N Contracts

Advances in artificial intelligence have big implications for banking, including contract management. What does it mean for software to be powered by AI? How does it work? Our software development expert explains it all.

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M&A Predictions and Guidance for 2024

Harvard Corporate Governance

Posted by Ethan Klingsberg, Freshfields Bruckhaus Deringer LLP, on Wednesday, January 31, 2024 Editor's Note: Ethan Klingsberg is a Partner at Freshfields Bruckhaus Deringer LLP. This post is based on his Freshfields memorandum. Related research from the Program on Corporate Governance includes Are M&A Contract Clauses Value Relevant to Target and Bidder Shareholders?

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Here to stay: An attractive future for medical aesthetics

Mckinsey and Company

The medical-aesthetics sector shows strong resilience and room for strategic innovations in business models, product portfolios, and consumer targeting.

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