Tue.Aug 15, 2023

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Upwards of $400 Million in Damages for Aiding and Abetting Claim Against Acquiror

Harvard Corporate Governance

Posted by Michael S. Darby, Rick S. Horvath, and Michael F. Williams, Dechert LLP, on Tuesday, August 15, 2023 Editor's Note: Michael S. Darby and Rick S. Horvath are Partners, and Matthew F. Williams is an Associate at Dechert LLP. This post is based on their Dechert memorandum and is part of the Delaware law series ; links to other posts in the series are available here.

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A Detailed Guide to Phantom Stock And Its Valuation

Startup Valuation Blog

To delve even deeper into the intricacies of phantom stock, its valuation methodologies, and the strategic implementation of this innovative compensation strategy, continue reading the comprehensive insights presented in this guide. The world of employee incentives and long-term growth awaits your exploration. Table of Contents Understanding Phantom Stock The Benefits for Employees The Advantages for Employers Phantom Stock Valuation: Key Considerations Company Performance Metrics Vesting Peri

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The Corporatist Foundations of Financial Regulation

Harvard Corporate Governance

Posted by David T. Zaring (University of Pennsylvania), on Tuesday, August 15, 2023 Editor's Note: David T. Zaring is the Elizabeth F. Putzel Professor of Legal Studies & Business Ethics at the University of Pennsylvania. This post is based on his recent paper , published in the Iowa Law Review. Nobody should feel sorry for banks, necessarily, but they labor under heavy, and in almost every important way, unchecked, regulation.

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Comment on Finding of Bias in Home Valuations Fails by Own Measure by AppraisersBlogs Team

Appraisers Blog

Perry's characterization of home valuations as race-based was disproved; socio-economic status, not racial bias, was the cause.

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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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2023 Proxy Season in Review

Harvard Corporate Governance

Posted by William D. Regner and Marisa K. Demko, Debevoise & Plimpton LLP, on Tuesday, August 15, 2023 Editor's Note: William D. Regner is a Partner and Marisa K. Demko is an Associate at Debevoise & Plimpton LLP. This post is based on a Debevoise & Plimpton memorandum by Mr. Regner, Ms. Demko, Eric T. Juergens , Matthew E. Kaplan , Maeve O’Connor , and Jeffrey J.

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The Practical Approach to Business Partnership Disagreements

National Law Review M&A

Set expectations, establish organizational documents, governance at outset of business partnership to reduce, prevent costly, harmful disruptions to business. Confirm and align business strategies in initial governance documents regarding money, responsibilities, procedures.

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Positioning for the Exit at the Entrance

National Law Review M&A

Startup founders are constantly seeking ways to gain a competitive edge and secure their place in the market. While building a company with the goal of being acquired requires careful planning and execution, it can lead to significant opportunities for growth and success.

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Capital projects are critical for a green future

Mckinsey and Company

Constructing new decarbonization assets can help achieve net-zero targets—but doing so requires fundamentally rethinking project costs to accelerate development.

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A Look at Q2 M&A and Beyond: Are Conditions Ripe for a Strong 2024 M&A Rebound?

National Law Review M&A

Louis Lehot Jurisdiction: All Federal Type of Law: Mergers & Acquisitions Financial Institutions & Banking Antitrust & Trade Regulation Securities & SEC

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How does culture contribute to business value?

JPAbusiness

Culture is often considered one of the most nebulous and intangible elements to assess when considering a business’s value. However, many aspects of a business’s culture can be readily observed, described and measured. As we’ve discussed in the past, one of the key financial measures of business value is future maintainable earnings. Essentially, that is the likely level of forward earnings a business will deliver, based on recent past performance and forward outlook.

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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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Sustainability in packaging 2023: Inside the minds of global consumers

Mckinsey and Company

Consumer sentiment on sustainability is changing as we emerge from the COVID-19 pandemic. A few common themes are clear, but views on packaging materials and environmental priorities vary by country.

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How Market Structures Can Prevent the Misuse of Funds Intended for ESG Projects

Reynolds Holding

A tremendous amount of capital has already been committed to environmental, social, and governance (ESG). With it has come mounting concern over monitoring and guiding the proper integration of ESG into firms. ESG integration is not straightforward due to the lack of a standard measure of firms’ ESG performance. It is therefore important to understand whether and how financial markets can create incentives for ESG integration.

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Comment on Finding of Bias in Home Valuations Fails by Own Measure by Baggins

Appraisers Blog

In reply to Eric Kennedy. [link] Article about unraveling housing bubble via 2015. History repeats. They’re going to transform something, that’s for sure. Having learned lessons from the past, now instead of flipping out foreclosure notices left and right, we get artificially propped up markets where the foreclosures are staggered, and never seen by regular citizens, because, like always, like before, the lending communities primary obligation is to investors, not borrowers.

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Apple's AI, Merger VPs Fight To Avoid Google Witness Stand

Law 360 M&A

Apple Inc. thinks providing 21.5 hours of deposition testimony and over 1 million pages of documents is enough participation in the U.S. Department of Justice's looming trial over Google LLC's search dominance, telling a D.C. federal judge in a filing unsealed Monday that there's no need for three company vice presidents to testify live.

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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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Comment on The Unbiased Reality of Census Tract Data Dump… Open Letter to FHFA by Kimberly DeFilippis

Appraisers Blog

This, like other AI (artificial intelligence) learns. Too bad it learns the wrong things. Garbage in. Garbage out. It’s a very simple premise that our government fails to absorb.

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Antitrust Watchers Are About To Have Their Hands Full

Law 360 M&A

A deluge of trials and key hearings are slated for the coming weeks in antitrust cases spread across the country, including the first expected trials for monopolization claims against Google, trials in a variety of other conduct cases from enforcers and private parties, and hearings on several merger challenges.

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Comment on The Unbiased Reality of Census Tract Data Dump… Open Letter to FHFA by Seneca

Appraisers Blog

Another flawed study. I appraise in the Columbus Ohio area. 31 years. I have seen these lower value neighborhoods explode in value in the past several years at a rate unseen before. They don’t take into account for the extremely rapid increase in over-bidding contracts and values verses the available data of sales on the effective date. Realtor & seller thinks the property is worth $120,000 and lists it at that, but they get offers at $160,000.

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TPG approaches EY about buying stake in consulting arm

Financial Times M&A

Deal with private equity group would allow Big Four firm to revive break-up plan

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Comment on The Unbiased Reality of Census Tract Data Dump… Open Letter to FHFA by Mary T Thompson

Appraisers Blog

This data is a bunch of crap with so many variables inside this time period that they are using. I hate when I see someone discuss the impact of “LOW Appraisals” NO! It is the market value for the property in question… just because it falls below the sales price it is not a LOW Appraisal. People don’t get this fact. WE are not responsible for equity loss for sellers or homeowners, we are not responsible for buyers having to pay more for a home OVER market value.

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PayPal: M&A plans will be hampered by weak share price 

Financial Times M&A

US online payments company’s appointment of Alex Chriss as new chief executive is designed to engender change

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The McKinsey Crossword: McKinsey Summer Music Playlist | No. 141

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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Comment on The Unbiased Reality of Census Tract Data Dump… Open Letter to FHFA by Will

Appraisers Blog

FHFA has no proof of racial bias by appraisers, relying instead on Census Tract data irrelevant to selecting comps.

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How to make a strong start as a CEO

Mckinsey and Company

Seize the first year in the role as an opportunity for both personal and institutional renewal.

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How an Objective Business Valuation Can Produce Better Results

Shuster & Co.

A business valuation is an estimate of the economic value of a company at a certain point in time. While it is always a good idea to know roughly what your company is worth, there are key points where an accurate valuation may be needed, such as during the sale of a company, during shareholder or partnership disputes, and for estate and tax planning purposes.

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Revenue Churn vs. Customer Churn: How to Analyze SaaS Churn Rates

Lighter Capital

Revenue churn, customer churn… even if you don’t know exactly what these are, you can probably make the safe assumption that churn isn’t a good thing for businesses. It connotes constant motion and upheaval, and that’s just what these metrics indicate for SaaS companies that would really prefer things to be consistent and calm. Churn is also pretty much unavoidable.

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Precision vs. Reality: Exploring Challenges in Equity Valuation

RNC

Equity valuation holds significance. It is a tool used by investors, decision makers and financial professionals to evaluate the worth of a company and gauge the potential profitability of investments. However, like any tool, equity valuation models present their fair share of challenges and limitations. In this blog post, we will delve into the balance, between precision and practicality, in equity valuation.

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How to Value an Insurance Brokerage

Peak Business Valuation

Insurance brokerages play an important role in the United State’s economy. These businesses sell insurance policies and annuities to businesses, individuals, and the government. According to IBIS World , there are over 410,000 insurance brokerages in the United States. This industry has retained steady demand for several years. We can expect this trend to continue moving forward.

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LatAm Logistic Properties To Go Public Via 578M SPAC Merger

Benzinga

LatAm Logistic Properties S.A. (d/b/a LatAm Logistic Properties ) ("LLP"), a leading developer, owner, and manager of institutional quality, class A industrial and logistics real estate in Central and South America, agreed to go public via special purpose acquisition company ( SPAC ) merger with Two (NYSE: TWOA ). The combined company will have an estimated post-transaction enterprise value of $578 million, based on a pre-money equity value of LLP of $286 million, with a minimum of $25

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Taking a Risk-Based Approach to Your Security Compliance Program

Audit Board

Your board and investors are thinking about risk — it drives their decisions. You’re already making risk-based decisions: when you see risk but don’t talk about it – you own that risk. Risk management frameworks can only specify controls and objectives, but it’s risk itself that should drive the development of controls and objectives. For all these reasons, it’s a good idea to use risk-based approach to drive security and security compliance programs.This article, explores the benefits of a ris

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Private Equity (Still) Wants to Buy Your Family Business

Auto Dealer Valuation Insights

The phone rings. You’ve received yet another call from Such-and-Such Capital or So-and-So Partners, looking to discuss your long-term business plans and have a “conversation about partnering.” They send you a shiny PowerPoint presentation (“slide decks”), take you to lunch, and hope to “continue the conversation” at a future date.

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Unlocking Business Success: Key Metrics Every Entrepreneur Should Know

Hallmark Brokers

Do you know how to assess whether your business is performing well? Well, the good news is that it doesn’t require a ton of fancy calculations and statistics; just a little comprehension of a few essential metrics. These are what industry professionals call “Key Performance Indicators (KPIs)”. Altogether, they show business owners whether a business.

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FTC Probing CorEnergy's $175M Pipeline Sale To Spire

Law 360 M&A

CorEnergy Infrastructure disclosed in its latest earnings report that the Federal Trade Commission has requested more information about its planned $175 million sale of pipeline assets to Spire Inc., pushing back the deal's anticipated third-quarter closing.

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The Great Debate: Business Valuation With or Without Inventory

GCF Value

Steve Mize, ASA July 21, 2023 In small business transactions, purchase agreements can be written any number of ways. For those businesses that are dependent on inventory to generate revenue and cash flow, you’ll typically see the purchase agreements structured where the Price includes Inventory or Price + Inventory. All qualified appraisers agree that inventory is REQUIRED to generate cash flow and therefore the inventory should transfer with the new business as part of the final transaction pri

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Enhance your advisory services with these 3 tips

ThomsonReuters

Jump to: 1: Unlock the benefits of value-based pricing 2: Gaining an advisory service advantage with client-centric services 3: Getting ahead with Practice Forward As the accounting industry continues to evolve, it is important for accounting firms to understand the benefits that advisory services can offer. Not only can advisory services help drive growth and profitability for the firm, but they can also provide more value to clients.