Mon.Apr 29, 2024

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For or against? The year in shareholder resolutions—2023

Harvard Corporate Governance

Posted by Donna F. Anderson and Jocelyn S. Brown, T. Rowe Price, on Monday, April 29, 2024 Editor's Note: Donna F. Anderson is Global Head of Corporate Governance and Jocelyn S. Brown is Head of Governance for EMEA and Asia-Pacific at T. Rowe Price. This post is based on their T. Rowe Price memorandum. This is the fourth year that we have published analysis of our voting results on shareholder resolutions on environmental, social, and political topics. [1] Since the 2021 proxy voting season, wh

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A TikTok Divestiture Is Long Overdue

NYT M&A

With its TikTok bill, Congress sent message to the world: You cannot disregard basic internet norms and expect to be treated like any other country.

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Introduction to SEC v. Panuwat: Understanding “Shadow” Insider Trading

Harvard Corporate Governance

Posted by J.W. Verret (George Mason University), on Monday, April 29, 2024 Editor's Note: J.W. Verret is an Associate Professor of Law at George Mason University. This post is based on a recent paper by Mr. Verret and Greg Lawrence. In the groundbreaking case SEC v. Panuwat , the Securities and Exchange Commission (SEC) successfully pioneered a legal theory referred to as “shadow” insider trading.

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Catching Up With Delaware's Chancery Court

Law 360 M&A

A multi-billion dollar Tesla trust proposal, a Truth Social bond, power plays over Prince's estate, and three in the ring for World Wrestling Entertainment: all of this and much more came up in Delaware Chancery Court dockets last week.

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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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UK Takeover Panel Proposes Narrowing the Scope of Companies Subject to the Takeover Code

Harvard Corporate Governance

Posted by Bruce Embley, Simon Toms, and Craig Kelly, Skadden, Arps, Slate, Meagher & Flom LLP, on Monday, April 29, 2024 Editor's Note: Bruce Embley and Simon Toms are Partners and Craig Kelly is a Counsel at Skadden, Arps, Slate, Meagher & Flom LLP. This post is based on a Skadden memorandum by Mr. Embley, Mr. Toms, Mr. Kelly and George Knighton.

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Comment on Fannie Mae to Maryland: DROP DEAD by Baggins

Appraisers Blog

The saga of proposed AI regulation in Colorado continues… [link] He added: “The defense of innovation for the sake of innovation fails to mean something when that innovation is concentrated in the hands of the few, held behind opaque curtains, and is a source of systemic abuses.” That above is a quote from a high school kid. Below, a conversational AI type system executive. “This bill ensures that careful developers stay that way and makes reckless development impossible,

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Kemp Klein Adds Bankruptcy Atty In Mich.

Law 360 M&A

Detroit-area-based Kemp Klein Law Firm has announced it hired a new bankruptcy-focused corporate lawyer to bolster its corporate, litigation and bankruptcy practices.

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How To Sell Equity In Your Company

Benchmark Report

Selling equity in your privately owned company can be an effective tool if you plan to grow your business or begin to plan your exit strategy.

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Comment on Another ‘Bad’ Word to Avoid! by Baggins

Appraisers Blog

In reply to Charlie. Charlie. They are violating your first amendment rights by policing your language this way. Hard coded into the system by a GSE (government sponsored enterprise), which is supposed to be overseen by congress… See where this is going? They’re getting exited about it too. Just like the Chinese people did during the great purge and final hard step to full communism, aka; the cultural revolution.

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Las Vegas Cannabis Powerhouse Planet 13 On Verge Of Major Florida Expansion Via $49M Deal

Benzinga

The Las Vegas-based cannabis giant Planet 13 Holdings Inc. (CSE: PLTH ) (OTCQX: PLNH ) is a step closer to a major expansion in Florida. What Happened The Florida Office of Medical Marijuana Use (OMMU) gave the green light to Planet 13 for the proposed sale of Planet 13 Florida, Inc. and the acquisition of VidaCann, LLC , the company announced on Monday.

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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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Comment on The Censorship of Appraisers by Baggins

Appraisers Blog

In reply to Honest Appraiser. Yes, Honest Appraiser, I have dealt with this as well. The issue is due to their internal software platforms which place limits on report size. Mercury set those limits much higher than the various more simple interface type of appraisal management software. What happens with the xml conversion process is although the data rich photos such as.jpg files appear in a uniform size because the image is compressed to fit in those certain sized photo squares on the apprais

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Blackstone Clinches Hipgnosis Deal, Expanding Music Rights Portfolio

Benzinga

Blackstone Inc (NYSE: BX ) has reached an agreement to acquire Hipgnosis Songs Fund for approximately $1.57 billion, surpassing Apollo Global Management (NYSE: APO ) backed Concord’s offer in the battle for the music rights owner of artists like Shakira and Red Hot Chili Peppers. Hipgnosis Songs Fund will be acquired by Lyra Bidco Limited, a newly-formed company indirectly wholly-owned by investment funds advised by affiliates of Blackstone.

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Comment on Fannie Wants to Script Conclusions of Outside Analyst – Believes It Is Above the Law by Spencer Paul

Appraisers Blog

In reply to Baggins. I don’t claim anything sounds like I’m being knowledgeable on the constitution and the legalities of the requests that FNMA makes or does not make. I’m just reading back what I read. Not claiming to be an expert on any of that. I’m just keeping my head above water with appraising as whole and even that I only know a little amount in a specific area.

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Google prueba un asistente de IA que ofrece consejos de vida

NYT M&A

Los expertos en seguridad de IA de la empresa advirtieron sobre algunos riesgos en tales herramientas. Las funciones se están evaluando.

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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 Fannie Wants to Script Conclusions of Outside Analyst – Believes It Is Above the Law by Baggins

Appraisers Blog

Sure Spencer, no problem. Article 1 section 10. Posted in response to the final statement of the above article; ‘to compel speech through coercion.’ Show me the man. I will show you the crime. ex post facto [link] [link] bill of attainder, aka; pains and penalties [link] [link] civil due process [link] Xpert; Updated guidelines for ‘administrative review’?

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Skydance Offers Paramount a Deal Sweetener: A $3 Billion Cash Infusion

NYT M&A

The terms of the new deal would provide Paramount shareholders with an investment to pay down debt and buy back stock.

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Comment on Another ‘Bad’ Word to Avoid! by Baggins

Appraisers Blog

In reply to Will. Will that is quite remarkable. Someone in the world, a perpetually angry person is mad and feelings hurt at the word bachelor. And they’re going to make sure you and everyone else knows all about it. Pure narcissism on display for the world to see. Sounds like you may be out of compliance with the diversity quota checklist. You may want to subscribe to this mailing list.

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Why Is Cancer Focused Deciphera Pharmaceuticals Stock Skyrocketing On Monday?

Benzinga

On Monday, Japanese pharma company ONO Pharmaceutical agreed to acquire Deciphera Pharmaceuticals Inc (NASDAQ: DCPH ) for $25.60 per share in cash, for a total equity value of $2.4 billion. Deciphera brings specialized research and development capabilities in kinase drug discovery, well-established commercial and sales platforms in the United States and Europe, and global clinical development capabilities.

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Comment on Fannie Wants to Script Conclusions of Outside Analyst – Believes It Is Above the Law by Spencer Paul

Appraisers Blog

My choice would be to report both FNMA and the bank to the State Board for investigation of violating TILA, Dodd Frank and AIR, of which they have agreed they would be held to. That would be my choice. I would also contact the lenders compliance officers with said complaint and letters received by both applying needless pressure because FNMA can sell their own product to another investor.

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MorphoSys Says Novartis Deal Progressing Steadily Despite Safety Concerns Over Bone Marrow Cancer Drug, Pelabresib

Benzinga

MorphoSys AG (NASDAQ: MOR ) is reportedly facing a burgeoning safety concern surrounding pelabresib , an experimental myelofibrosis treatment. Myelofibrosis is a type of blood cancer characterized by the buildup of scar tissue, called “fibrosis,” in the bone marrow. Physicians participating in MorphoSys’ Phase 3 study have observed instances when patients treated with pelabresib swiftly transitioned from myelofibrosis to acute myeloid leukemia (AML), a more aggressive form

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Comment on Fannie Wants to Script Conclusions of Outside Analyst – Believes It Is Above the Law by Spencer Paul

Appraisers Blog

In reply to Baggins. From what you provided and I read, the bill of attainer was banned by the founders unanimously and without debate. So I’m not seeing how this is applicable here.

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Exclusive: California Legacy Cannabis Company Is Buying Weed-Infused Snack Producer

Benzinga

California-based marijuana multi-state operator (MSO), Punch Edibles & Extracts (Punch) is acquiring Tempo Crackers (Tempo) , an LGBTQ-founded cannabis-infused snack company. This deal is expected to broaden Punch's house of brands and support Tempo's future product launches. "After three and a half years being Tempo's manufacturer, we are thrilled to officially add the brand to the Punch family," stated Samantha O'Donnell , co-founder & CFO of Punch.

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Comment on Fannie Mae ‘Census Block Grid’ Adjustment Raises Redlining Concerns by PD

Appraisers Blog

FNMA's Census Block Grid adjustment, which modifies values based on median home values within specific census blocks, is akin to redlining.

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Who are Anglo American’s possible suitors?

Financial Times M&A

The UK-listed miner has rejected an approach from BHP, but other bidders could emerge

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Comment on Fannie Wants to Script Conclusions of Outside Analyst – Believes It Is Above the Law by Baggins

Appraisers Blog

In reply to Spencer Paul. That is the aka part; pains and penalties. Have you ever answered yes to any of the standard questions pertaining to appraiser panel application inquiries? If so what was the result? Pop quiz; Detail relevant specific instances of what was ‘banned by the founders’ that has become actual law with real world consequences today, that you agree with of course.

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The journey to 2025 tax reform begins

LaPorte

(authored by RSM US LLP) House Ways & Means Committee Chairman Jason Smith (R-MO) and House Tax Subcommittee Chairman Mike Kelly (R-PA) recently announced the formation of 10 "Committee Tax Teams". Each team will address key tax provisions from the 2017 Tax Cuts and Jobs Act (TCJA) that are set to expire in 2025 and identify legislative solutions.

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Comment on Fannie Wants to Script Conclusions of Outside Analyst – Believes It Is Above the Law by Baggins

Appraisers Blog

In reply to Spencer Paul. Article quote: The bank had received an ultimatum from Fannie: Either the bank or the appraiser must buy back a mortgage originated by the bank and later sold to Fannie Mae. Fannie offered a third option: The appraiser could simply doctor the long-since approved appraisal by inserting a couple of comparables selected by Fannie Mae after the fact.

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Estate planning Q&A: Qualified Personal Residence Trusts Explained

LaPorte

(authored by RSM US LLP) Reduce estate taxes? Qualified Personal Residence Trusts (QPRT) can be a valuable tool to make a lifetime transfer of your home to your family, still enjoy the home during your life, and potentially reduce your estate taxes. The post Estate planning Q&A: Qualified Personal Residence Trusts Explained first appeared on LaPorte.

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Comment on Fannie Wants to Script Conclusions of Outside Analyst – Believes It Is Above the Law by Baggins

Appraisers Blog

Article 1 Section 10. A bill of attainder placed on all appraisers by way of ex post facto. As new technology allows companies to review appraisals from a decade ago for compliance with new and updated protocols of today. Updated protocols are not clearly disclosed, as in the Maryland inquiry.

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Equipment Appraisal for Buying Equipment

Peak Business Valuation

Are you in the market for new or used equipment? Buying equipment can bring growth, efficiency, and scalability to your business. To fully capitalize on this opportunity, it’s crucial to execute it properly. When buying equipment, you want to ensure a fair price and transparent transaction. Both of these variables can impact your budget and management of the equipment.

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Comment on Fannie Wants to Script Conclusions of Outside Analyst – Believes It Is Above the Law by Xpert

Appraisers Blog

Appraiser Independence be damned! “What is the purpose of the appraiser independence requirements? Requirements are set by various State and Federal agencies to ensure, among other things, that an appraiser and the appraisal process is free from undue influence and coercion.

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'I Don't Want To Try That Case,' Judge Tells Mike Lynch's Atty

Law 360 M&A

The California federal judge overseeing Autonomy founder Michael Lynch's fraud trial over claims he duped HP into paying an inflated $11.7 billion for his company pushed back Monday against an attempt by Lynch's lawyer to introduce evidence of events that took place after the acquisition, saying, "I don't want to try that case.

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Comment on Fannie Wants to Script Conclusions of Outside Analyst – Believes It Is Above the Law by Spencer Paul

Appraisers Blog

In reply to JohnnyQ. I hear every syllable you are saying, however they have agreed to adhere to USPAP and what they are doing is not USPAP compliant, not FIRREA, TILA or Dodd Frank compliant and sure there is more that Baggins and other could add. They are robbing the bank (the American tax payers) with eye wide open and telling everyone that it’s not them, it’s us.

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Cyber Co. ZeroFox Investor Sues In Del. For Sale Docs

Law 360 M&A

A ZeroFox Holdings Inc. stockholder sued in Delaware's Court of Chancery Monday for books and records on the cybersecurity intelligence company's $1.14 per share, $350 million sale to private equity firm Haveli Investments, citing questions about a pre-closing reduction in the company's value estimate.