Mon.Aug 28, 2023

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Special Committee Report

Harvard Corporate Governance

Posted by Gregory Gooding, Maeve O’Connor, and Caitlin Gibson, Debevoise & Plimpton LLP, on Monday, August 28, 2023 Editor's Note: Gregory V. Gooding and Maeve O’Connor are Partners and Caitlin Gibson is a Counsel at Debevoise & Plimpton LLP. This post is based on a Debevoise memorandum by Mr. Gooding, Ms. O’Connor, Ms. Gibson, Andrew Bab , Bill Regner , and Matthew Ryan , and is part of the Delaware law series ; links to other posts in the series are available here.

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LaPorte Team Members Receive Both Women to Watch Awards from LCPA

LaPorte

The Society of Louisiana CPAs has selected the award winners for the Women to Watch awards, and this year, both recipients are from LaPorte! Director… The post LaPorte Team Members Receive Both Women to Watch Awards from LCPA first appeared on LaPorte.

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2023 Proxy Season Review: Rule 14a-8 Shareholder Proposals

Harvard Corporate Governance

Posted by Melissa Sawyer, Marc Treviño, and June Hu, Sullivan & Cromwell LLP, on Monday, August 28, 2023 Editor's Note: Melissa Sawyer and Marc Treviño are Partners, and June Hu is an Associate at Sullivan & Cromwell LLP. This post is based on a Sullivan & Cromwell memorandum by Ms. Sawyer, Mr. Treviño, Ms. Hu, H. Rodgin Cohen , and Lauren Boehmke.

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What is brain health?

Mckinsey and Company

Good brain health means more than just the absence of disease. It also includes overall healthy cognitive functioning, resilience, and a state of well-being where individuals feel able to fulfill their potential.

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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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Trout CPA Secures Top Honors in 2023 LNP Readers' Choice Awards

Trout CPA

Trout CPA is proud to announce that we have achieved the esteemed recognition of being voted as the top choice by LNP readers in not just one, but two categories in the prestigious 2023 LNP Readers' Choice Awards. We have been honored as the #1 Accounting Firm and the #1 Business Advisory Services provider.

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Appraising a Holding Company

BV Specialists

We discussed in our last post the three most common methods utilized when performing a valuation for small businesses: Capitalization of Earnings method under the Income Approach Direct Merger & Acquisition Method under the Market Approach Adjusted Net Asset method under the Asset Approach Depending on the overall scope of work involved and the structure of the company, only one or two of these methods may ultimately be relied upon.

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Brazil’s Natura considers Body Shop sale

Financial Times M&A

Beauty conglomerate has struggled to turn around UK ethical skincare brand

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Valuation Multiples for an Optometry Clinic

Peak Business Valuation

Optometry clinics are responsible for examining, diagnosing, treating, and managing eye problems for patients. In addition, many optometry clinics sell glasses, contact lenses, and vision therapy. According to IBIS World’s data , there are approximately 31,000 optometry clinics in the United States. Together, these establishments have generated over $22.4 billion dollars in recent years.

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Buy-Sell Agreement Valuation Resources

Exit Strategy

Every business with two or more shareholders should have a buy-sell agreement. A buy-sell agreement is a legally binding contract that restricts and governs how shares are priced and transferred between shareholders or partners of closely-held businesses when certain trigger events occur. Arguably, valuation is the most important (and argued over) aspect of buy-sell transactions. […] The post Buy-Sell Agreement Valuation Resources appeared first on Exit Strategies Group, Inc.

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Jarod Bingaman Earns Obtains CPA Designation

Trout CPA

At Trout CPA, we are extremely proud of the accomplishments of our team members and their dedication to professional development. Today, we are excited to announce that Associate Jarod Bingaman has reached a significant milestone in his career by obtaining his CPA license.

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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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Surrogate’s Court Jurisdiction to Resolve Close Business Owner Disputes

Farrel Fritz

Do New York’s Surrogate’s Courts have jurisdiction to compel an accounting related to a non-party limited liability company in which the decedent’s estate has only a minority interest? Do Surrogate’s Courts have the power to compel an accounting of an LLC where the party seeking an accounting is not a current member of the LLC? New York County Surrogate Rita Mella tackles both of these questions in Matter of McKelvey (2023 NY Slip Op 32680(U) [Sur Ct, NY County Aug. 3, 2023]).

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Didi/Xpeng: EV deal will help both companies speed up profit goals

Financial Times M&A

Tie-up will give carmaker and ride-hailing group a better shot at profitability

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Must A Parent of a Constituent Corporation Sign the Agreement of Merger?

National Law Review M&A

Keith Paul Bishop Jurisdiction: All Federal Type of Law: Mergers & Acquisitions Antitrust & Trade Regulation Corporate & Business Organizations

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Chinese ride-hailing group Didi to sell smart vehicle unit to Xpeng

Financial Times M&A

Da Vinci project faced difficulties obtaining production licence from Beijing

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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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Streamlining M&A Transactions: New Broker-Dealer Exemption Empowers Intermediaries

National Law Review M&A

Steven J. Enwright M.

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PureHealth buys UK hospital operator Circle in $1.2bn deal

Financial Times M&A

UAE-backed healthcare provider’s move is latest example of Gulf country’s global acquisition drive

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Purchase Price Adjustment Disputes: Accountants as Experts or Arbitrators?

John Jenkins

This recent Sheppard Mullin blog discusses the role of the independent accountant in resolving disputes in a purchase price adjustment calculation and, in particular, the impact of engaging an accountant as an expert or an arbitrator.

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The loan with the 545% interest rate 

Financial Times M&A

Aggressive tactics are seeping into bankruptcy financing

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Valuing a Holding Company: A Comprehensive Guide

Equilest

For further insights into the complexities of valuing holding companies and to explore the finer points of financial analysis, market conditions, and valuation methods, continue reading our comprehensive guide. Introduction In the intricate world of finance and investments, valuing a holding company requires a careful blend of financial analysis, industry understanding, and market insight.

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Danaher/Abcam: UK biotech went in search of US investors and found a US buyer

Financial Times M&A

Industrial titan to acquire Cambridge company for $5.

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High-performing audit teams

Norman Marks

Jonathan Chapman has written another interesting piece for Wolters Kluwer. High performing internal audit teams: Accountable and efficient makes several points with which I agree. But there are also some with which I disagree, and he has missed some that I believe are essential.

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More On: SEC Adopts Private Fund Adviser Rules

John Jenkins

John blogged last week about the SEC’s adoption of new rules and amendments intended to tighten the regulation of private fund advisers. Like most recent rules, they were approved by a 3-2 vote along partisan lines. As John stated last year on TheCorporateCounsel.

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Goldman Sachs takes another step back from consumer banking

Financial Times M&A

Plus, how Subway’s private equity buyer plans to finance its $9.

Banking 52
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Private Equity and Venture Capital Fund Performance: Evidence from a Large Sample of Israeli Limited Partners

Harvard Corporate Governance

Posted by Alon Brav (Duke University), Guy Lakan (Hebrew University of Jerusalem) and Yishey Yafeh (Hebrew University of Jerusalem), on Monday, August 28, 2023 Editor's Note: Alon Brav is the Bratton Family Distinguished Professor at Duke University, Guy Lakan is a Phd Candidate at the Hebrew University of Jerusalem, and Yishay Yafeh is the Julius Feinstein Chair in Accounting & Finance and a Professor at the Hebrew University of Jerusalem.

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StanChart exits aviation leasing and financing sector

Financial Times M&A

Banking group sells $4.

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Davis Polk Discusses FTC Challenge to Director Interlock at Non-Corporate Entity

Reynolds Holding

On August 16, 2023, the U.S. Federal Trade Commission (FTC) announced that it had simultaneously sued and approved a settlement (a consent order) related to the proposed acquisition of EQT Corporation by funds managed by Quantum Energy Partners (Quantum). The key terms of the proposed order include requiring Quantum to forego its right to a seat on EQT’s Board and unwinding a pre-existing joint venture, The Mineral Company, between EQT and Quantum.

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