Tue.Jan 17, 2023

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SEC Continues Enforcement Scrutiny of ESG Claims by Investment Advisers

Harvard Corporate Governance

Posted by Mary Beth Houlihan, Diane Blizzard, and Scott A. Moehrke, Kirkland & Ellis LLP, on Tuesday, January 17, 2023 Editor's Note: Mary Beth Houlihan, Diane Blizzard , and Scott A. Moehrke are Partners at Kirkland & Ellis LLP. This post is based on a Kirkland & Ellis memorandum by Ms. Houlihan, Ms. Blizzard, Mr. Moehrke, Norm Champ , Dan Kahl , and Alexandara Farmer.

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New year, new tech, no problem

Mckinsey and Company

McKinsey analyzed 14 new trends in its latest report on the most significant emerging technologies. Here are three for leaders to focus on right now.

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SEC Finalizes 10b5-1 Trading Plan Rule

Harvard Corporate Governance

Posted by Michael S. Kesner, Pay Governance LLC, on Tuesday, January 17, 2023 Editor's Note: Mike S. Kesner is a Partner at Pay Governance LLC. This post is based on his Pay Governance memorandum. Related research from the Program on Corporate Governance includes Insider Trading via the Corporation (discussed on the Forum here ) by Jesse M. Fried.

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What is resilience?

Mckinsey and Company

Resilience is the ability to not only recover quickly from a crisis but to bounce back better—and even thrive.

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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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Shiba Inu Edges Out Litecoin As 13th Biggest Crypto With 19% Surge

Benzinga

Shiba Inu (CRYPTO: SHIB ) surpassed Litecoin (CRYPTO: LTC ) to become the thirteenth largest cryptocurrency by market capitalization early on Wednesday. What Happened: At the time of writing, SHIB’s market cap stood at $6.9 billion, while Litecoin’s market cap was at $6.3 billion. Shiba Inu saw a spike in its price after short bets worth nearly $790,000 were liquidated.

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Investing in the rising data center economy

Mckinsey and Company

Private investors have snapped up data centers in recent years, but plenty of other potential investment opportunities in the sector’s value chain may be going unnoticed.

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The McKinsey Crossword: Confusion-isms | No. 111

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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Is Twitter Just A 'Machine To Control Narrative' For Elon Musk? Why Tesla Stock Paid The Price And Now Looks 'Very Attractive'

Benzinga

Michael Lee Strategy founder Michael Lee has an interesting take on what drove Elon Musk's Twitter takeover and the subsequent decline in Tesla Inc (NASDAQ: TSLA ) shares. "He can say it's all about free speech. For Elon, it's about having a machine to control narrative because when you're that rich, you need one," Lee said Tuesday afternoon on Benzinga's " Stock Market Movers.

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Elon Musk Faces Trial Over His 2018 Plan to Take Tesla Private

NYT M&A

Investors are seeking billions of dollars in damages for their losses after Mr. Musk posted a proposal on Twitter that never materialized.

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Diageo buys Don Papa rum brand for initial €260mn

Financial Times M&A

Distiller to potentially pay additional €178mn subject to performance

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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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Cannabis Giant SNDL Grows Bigger: Finalizes Valens Acquisition Becoming 'A Leader And Trusted Partner' In Canadian Marijuana Space

Benzinga

SNDL Inc. (NASDAQ: SNDL ) completed the previously disclosed acquisition of all of the issued and outstanding common shares of The Valens Company Inc. (NASDAQ: VLNS ) (TSX:VLNS), other than those held by SNDL and its subsidiaries, pursuant to a plan of arrangement under the Canada Business Corporations Act, for total consideration of approximately CA$138 million ($103 million) consisting of common shares of SNDL and assumption of Valens' CA$60 million non-revolving term loan facility.

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5 Questions to Consider Before Buying a Small Business

Peak Business Valuation

When stock market returns decline, many investors turn to small businesses. And who wouldn’t? While small businesses involve more risk, their rate of return often averages between 15% and 30%. (And we have seen small businesses that do far better). Additionally, owning a small business gives an investor complete control over their investment. Rather than relying on a public company’s management team, small business owners can take their investment into their own hands.

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How Top CEOs are Preparing for 2023 and Beyond: What You Need to Know

Rhythm Systems

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Inflation in Asia: How leaders can prepare for volatility

Mckinsey and Company

Global inflation is increasingly unpredictable, leaving companies unsure how to navigate the current environment. What are the effects of inflation on businesses in Asia?

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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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Avoiding costly M&A delays and deal failure

Exit Strategy

No matter how motivated the buyer and seller, selling a business is always a challenge. There’s a lot that can go wrong, and deals can fall through at any time. Delays are one of the biggest problems contributing to deal failure. The longer the process drags on, the more likely it is that a) someone […]. The post Avoiding costly M&A delays and deal failure appeared first on Exit Strategies Group, Inc.

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Investors Are Pulling The Plug On Emerson Electric Shares Today: What's Going On?

Benzinga

Emerson Electric Co (NYSE: EMR ) shares are trading lower Tuesday after the company announced a proposal to acquire National Instruments Corp (NASDAQ: NATI ). What Happened: Emerson Electric said it submitted a proposal to the National Instruments board to acquire the company for $53 per share in cash. The offer implies an enterprise value of $7.6 billion.

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McKinsey Talks Operations: How the best from 2022 can power 2023

Mckinsey and Company

Listen in as we recap this year’s critical conversations with industry experts on the real operational challenges being faced by business leaders.

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Calyxt Shares Surge On Merger Agreement Creating Agriculture-Focused Precision Gene Editing Company

Benzinga

Calyxt Inc (NASDAQ: CLXT ) has agreed to merge with Cibus in an all-stock transaction to create a company focused on agriculture-based gene editing and establish facilities for trait development and next-generation plant breeding. Productivity Traits : Key basis of competition in the "seed and trait" business. Cibus' patented gene editing platform, the Rapid Trait Development System ( RTDS ), develops productivity traits in seeds for sustainable farming.

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Twitter confronts its ‘un-due diligence-able debt’

Financial Times M&A

Plus, Vladimir Putin meddles in foreign banks’ attempts to leave Russia and ‘meme-stock king’ Ryan Cohen takes on Alibaba

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Reimagining the college experience: An interview with CUNY’s Félix Matos Rodríguez

Mckinsey and Company

Technology and flexibility will play a larger role in educating the next generation of students at the City University of New York, says its chancellor.

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???????Davis Polk to Launch EU Antitrust Practice in Brussels

Law 360 M&A

Davis Polk & Wardwell LLP announced Tuesday it is expanding its global reach with a new antitrust practice based in Brussels focused on disputes concerning European Union competition law.

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New Olympique Lyonnais owners plan Spac listing

Financial Times M&A

US multi-club business’s move would be a first for the football sector

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Apple Resists Info Request From Meta Users In Antitrust Case

Law 360 M&A

Apple Inc. is opposing an information request from consumers accusing Facebook parent company Meta Platforms of monopolizing social media markets, telling a California federal court the request is overbroad and irrelevant.

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Nonresident alien tax 101

ThomsonReuters

Tax season can be a confusing and challenging time of year for businesses. This can be especially true for businesses who employ nonresident aliens, as nonresident alien tax can become complicated. . Thousands of nonresident aliens are employed in the United States each year and many of them work for small business owners. . Helping business owners navigate the complexities is an ideal opportunity for tax and accounting professionals to strengthen their role as a trusted advisor.

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Chancery Orders More Madison Square Garden Suit Discovery

Law 360 M&A

Delaware's chancellor ordered Madison Square Garden Entertainment on Tuesday to provide more answers and depositions to stockholders who sued in Delaware's Chancery Court over their alleged shortchanging in MSG Networks' $900 million merger with MSG Entertainment last year.

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Sandbagging: What About Deals With RWI Policies?

John Jenkins

Kramer Levin recently published a memo on “sandbagging” that covers the various contractual approaches parties can take to the issue & the default rules that New York and Delaware will apply in the event that an acquisition agreement is silent on whether sandbagging is permitted.

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5 Gen X Characteristics That Can Boost Legal Leadership

Law 360 M&A

As Generation X attorneys rise to fill top roles in law firms and corporations left by retiring baby boomers, they should embrace generational characteristics that will allow them to become better legal leaders, says Meredith Kahan at Whiteford Taylor.

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When Will Shareholders Vote for Socially Beneficial but Costly ESG Policies?  

Reynolds Holding

Investors are increasingly interested in whether firms implement environmental, social, and governance (ESG) policies that, for example, reduce the firms’ carbon footprints, diversify their workplaces, or better protect customers’ private information. Some socially beneficial policies (e.g., improving energy-efficiency) may also improve shareholder wealth or would do so with appropriate government actions (e.g., given a carbon tax).

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Financial services organizations must zero in on ESG data

LaPorte

(authored by RSM US LLP) Financial services organizations must zero in on environmental, social and governance (ESG) data. The post Financial services organizations must zero in on ESG data first appeared on LaPorte.

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Four Common Approaches to Integrate ESG Into Your Internal Audit Plan

Audit Board

As auditors embark on developing their 2023 audit plans, one important risk area not to overlook is environmental, social, and governance (ESG). Gartner names ESG one of its Top 12 Audit Plan Hot Spots for 2023 , writing: “Expanding and new ESG regulations and increased stakeholder scrutiny mean organizations must build meaningful ESG policies into their strategies to follow all current regulations and avoid accusations of greenwashing.

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What Factors Should You Consider While Doing Property Valuation?

RNC

A property to be on the market should first have a proper valuation that can help determine the fair price of the property. However, like with any other asset, several factors come into play regarding valuation. In this blog, we shed light on the major factors you should consider while doing a property valuation. Location. The property’s location is one of the biggest impacts on the value of that property.

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Collaborative Risk-Based Audit Planning: Creating a More Impactful Audit Plan

Audit Board

Stop trying to perform risk assessments alone! Internal audit is part of an organization’s assurance program. Auditors should collaborate with business leaders, other assurance teams, and other departments that are performing risk assessments in order to gain a comprehensive perspective on their risks. If we want to perform more meaningful risk assessments, we cannot work in a silo.

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Deal Killers: Undisclosed Liabilities

Exit Strategy

We have a saying: “Go ugly early.” When you’re selling a business, put issues on the table right away. Whether you have ineligible employees on your payroll, you just lost a client, or litigation is pending—be up front. For advice on exit planning or selling a business, contact Al Statz, CEO of Exit Strategies Group, […]. The post Deal Killers: Undisclosed Liabilities appeared first on Exit Strategies Group, Inc.

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How Citizens Property Insurance Created a One-Stop-Shop for Audit, Risk, and Compliance

Audit Board

In our Spotlight on Success series, Ajay Kumar, Director of Internal Audit of Citizens Property Insurance , shares how his team is able to achieve more without adding resources by centralizing all of their audit, risk, and compliance data in a single source of truth. Headquartered in Tallahassee, Florida, Citizens Property Insurance Corporation was created by the Florida Legislature in 2002 as a not-for-profit alternative insurer providing insurance to property owners who cannot find coverage i