Thu.Dec 08, 2022

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Human Rights-Related Shareholder Proposals in the 2022 U.S. Proxy Season

Harvard Corporate Governance

Posted by Subodh Mishra, Institutional Shareholder Services, Inc., on Thursday, December 8, 2022 Editor's Note: Subodh Mishra is Global Head of Communications at Institutional Shareholder Services. This post is based on an ISS Governance memorandum by Joseph Hong, Specialty Research Associate. Related research from the Program on Corporate Governance includes The Illusory Promise of Stakeholder Governance (discussed on the Forum here ) and Will Corporations Deliver Value to All Stakeholders?

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And The BVR Survey Says.

BVR

Check out the attendee poll results from the BVR webinar Embracing the Hockey Stick: Alternative Approaches to Formulating and Assessing Projections.

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How Peter Drucker Revolutionized Canada’s Public Sector Pension System: Lessons for Americans

Harvard Corporate Governance

Posted by Keith Ambachtsheer, KPA Advisory Services, on Thursday, December 8, 2022 Editor's Note: Keith Ambachtsheer is President at KPA Advisory Services. This post is based on his KPA Advisory Services piece. “They own assets all over the world, including property in Manhattan, utilities in Chile, international airports, and the high-speed railway connecting London to the Channel tunnel.

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What Do All Those Employee Benefit Acronyms Stand For? (Part 1 of 3)

ThomsonReuters

QUESTION: Everyone in the employee benefits field uses acronyms like CDHC, EAP, and VEBA. What do these and other employee benefit acronyms stand for? ANSWER: Here’s an explanatory list of common acronyms primarily used in our Cafeteria Plans, Consumer-Driven Health Care, ERISA Compliance, Self-Insured Health Plans, and Fringe Benefits manuals. (Next week’s Question of the Week will address acronyms primarily used in our COBRA, HIPAA, and Group Health Plan Mandates manuals, and the following w

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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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SEC Division of Enforcement Annual Report Highlights Record-Breaking Recoveries

Harvard Corporate Governance

Posted by Lara Shalov Mehraban, Ranah Esmaili, Sidley Austin LLP, on Thursday, December 8, 2022 Editor's Note: Lara Shalov Mehraban and Ranah Esmaili are Partners at Sidley Austin LLP. This post is based on a Sidley memorandum by Ms. Esmaili, Ms. Mehraban, Stephen Cohen , Barry Rashkover , and Ashley DePalma. On November 15, 2022, the U.S. Securities and Exchange Commission (SEC) released its enforcement results for the 2022 fiscal year (October 1, 2021 – September 30, 2022).

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Designing out of difficult times

Mckinsey and Company

Design matters—and not just in good times. CEOs who embrace design can enhance strategy and better navigate this age of volatility.

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FTC Says Meta Crying Wolf At Hearing To Pause Within Deal

Law 360 M&A

The Federal Trade Commission urged a California federal judge at the start of a seven-day evidentiary hearing Thursday to pause Meta's purchase of virtual reality fitness app maker Within Unlimited while the agency investigates whether the deal is anti-competitive, scoffing at Meta's claim that a preliminary injunction will kill the deal.

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Microsoft's $69B Activision Deal Voted Down By FTC — But Video Game Firm's CEO Confident 'Deal Will Close'

Benzinga

The U.S. Federal Trade Commission says it is seeking to block Microsoft Corporation’s (NASDAQ: MSFT ) $69 billion acquisition of Activision Blizzard, Inc (NASDAQ: ATVI ). What Happened: FTC alleged that the deal — which is Microsoft’s largest ever and the largest in the video gaming industry — would enable the Satya Nadella -led company to “suppress competitors to its Xbox gaming consoles and its rapidly growing subscription content and cloud-gaming business.

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FTC Moves To Block Microsoft's $69B Activision Blizzard Deal

Law 360 M&A

The Federal Trade Commission moved Thursday to block Microsoft Corp.'s planned $68.7 billion buyout of game developer Activision Blizzard over concerns about rivals to Microsoft's Xbox gaming console and related subscription and cloud services.

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Four Ways to Help Small Business Owners Face 2023’s Unique Challenges

Biz Equity

For small business owners, planning for the new year has been fraught with unique challenges since 2020 – and that trend will only continue as we head into 2023.

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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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Congress Rips Snyder, NFL For Toxic Workplace, Obstruction

Law 360 M&A

The NFL's Washington Commanders and owner Daniel Snyder subjected team employees to a "deeply entrenched toxic work culture" for more than two decades, and the league gave them cover by mishandling its own investigation and burying the results, according to a scathing report by a congressional committee released Thursday.

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From “Corporate Social Responsibility” to “Corporate Social Liability”?

Reynolds Holding

The debate about corporate social responsibility has recently moved into new territory: the establishment of what can be called corporate social liability or CSL. CSL goes beyond classic tort and company law and may result in vicarious liability of parent companies for the misconduct of subsidiaries and third-party business partners. Its main focus has been on violations of obligations involving human rights and the environment.

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Investing in Georgia today for the economy of tomorrow

Mckinsey and Company

Georgia’s economy is thriving. Investments to resolve long-term structural challenges can help sustain jobs and opportunities for all Georgians and keep the economy resilient.

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FTC Sues to Block Microsoft’s $69 Billion Acquisition of Activision

NYT M&A

The move by the commission signals an aggressive stance by federal regulators to thwart the expansion of the tech industry’s biggest companies.

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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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ButcherJoseph Announces Promotion of Trey Dodd to Senior Analyst

Butcher Joseph & Co.

ButcherJoseph & Co., an investment banking firm specializing in ESOPs, sell-side and buy-side M&A, private capital sourcing, valuation advisory servic. The post ButcherJoseph Announces Promotion of Trey Dodd to Senior Analyst appeared first on ButcherJoseph & Co.

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Risk and resilience priorities, as told by chief risk officers

Mckinsey and Company

Amid the storm of crises and disruptions, leading financial institutions are recognizing risk’s strategic and resilience-building role.

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Meta Battles F.T.C. in Court Over Future of Virtual Reality

NYT M&A

A trial that began Thursday will serve as a test of the Federal Trade Commission’s argument that Facebook’s parent company is trying to buy its way to dominance in the nascent virtual and augmented reality markets.

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Playing offense with green tech to achieve net-zero emissions

Mckinsey and Company

Technology holds the key to unlocking decarbonization by identifying emission hot spots and pinpointing the areas of biggest impact.

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2 Firms Guide Marketing Tech Co.'s $380M SPAC Merger

Law 360 M&A

Marketing technology startup Banzai International Inc. and special purpose acquisition company 7GC & Co. Holdings Inc. have agreed to combine through a merger that will take Banzai public at an estimated $380 million value, guided by two law firms.

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Author Talks: How to connect inner self with outer success

Mckinsey and Company

Columbia professor Hitendra Wadhwa shares how to nurture the one resource that never fails: your inner voice.

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FTC sues to block Microsoft’s $75bn acquisition of Activision Blizzard

Financial Times M&A

US antitrust regulator says proposed deal would let tech group suppress competition in gaming

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The board’s role in building resilience

Mckinsey and Company

Boards of directors can help executive teams build the foresight, response, and adaptation capabilities they need to manage future shocks.

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Top 5 Mistakes of Buyers

A Neumann & Associates

Buying a small business can be a great way to grow your current business or venture into a new one. Buying a business, however, is very different than running a business, and business owners need to be aware of how complicated this process can be. There are many obstacles that will need to be properly navigated in order to assure a successful outcome for the buyer.

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How AI can assist in Asia’s net-zero transition

Mckinsey and Company

AI is one of the key enabling technologies in addressing sustainability challenges in Asia, says Michael Zeller, head of AI Strategy and Solutions at Temasek.

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Questions to Ask When Buying a Business

Midstreet Blog

If you’re considering buying a business, you probably have a lot of questions. “What’s the process like?”. “How much money do I need up front?”. “What are my financing options?”.

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Talent in a changing market: What now?

Mckinsey and Company

High turnover, shrinking pipelines, inflation—the talent market remains in flux. Here’s what you should be doing differently.

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Boston, MA / Apr 2023

M&A Leadership Council

Event Dates: 2023-04-11T08:30:00-05:00 to 2023-04-11T16:30:00-05:00 2023-04-12T08:30:00-05:00 to 2023-04-12T16:30:00-05:00 2023-04-13T08:30:00-05:00 to 2023-04-13T12:00:00-05:00 Location: Hyatt Regency Boston Harbor, 
Boston, MA USA Register Now Course includes Networking Receptions, Tuesday and Wednesday evenings, from 5:30pm to 7:30pm NEW for 2023: M&A Leadership Council’s The Art of M&A® live-online and in-person training courses will be structured around the M&A Milestone M

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M&A in Marcellus & Utica Basins

Auto Dealer Valuation Insights

Through November 2021, there were three M&A deals in the Marcellus and Utica shales. Compared to the 16 deals in the same period in 2020, companies looking to get into or out of the Appalachian basins effectively did so in 2020. The following table summarizes transaction activity in the Marcellus and Utica shales in 2021: Click here to expand the image above As shown in the following table, M& Source.

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Is Creating a Risk-Based Internal Audit Plan Just a Myth?

Internal Audit 360

GUEST BLOG. Editor’s Note: The views expressed by the author do not necessarily reflect the views of Internal Audit 360 ° , as we seek to bring varied and provocative ideas to our readers. T he idea that audit plans should be risk based is so old and widely accepted that we rarely give it a second thought. Yet, in my 16 years in risk management across four continents, I have seen hundreds of audit plans, and I can assure you none of them were actually risk based.

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M&A in Marcellus & Utica Basins

Auto Dealer Valuation Insights

Through November 2021, there were three M&A deals in the Marcellus and Utica shales. Compared to the 16 deals in the same period in 2020, companies looking to get into or out of the Appalachian basins effectively did so in 2020. The following table summarizes transaction activity in the Marcellus and Utica shales in 2021: Click here to expand the image above As shown in the following table, M& Source.

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Time For A New Look At Interlocking Board Directorate History

Law 360 M&A

The U.S. Department of Justice's recent crackdown on potentially unlawful interlocking directorates means that boards of directors, in-house counsel and history aficionados alike will find that although any such action can be disruptive, most Section 8 cases are settled, or resolved by a conflicted director stepping down and disavowing any similar future conduct, say attorneys at Mayer Brown.

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Deal Killers: Loss of Key Employees

Exit Strategy

If you have certain employees who are critical to operations and would be hard to replace, take steps to secure them before a sale. Noncompete contracts can be one way to reduce employee defections. Take a look at your employee agreements, too, and ensure you have appropriate non-disclosure and “no raid” covenants. Give careful consideration […].

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Sen. Rand Paul Blocks Package Raising Fees For Big Mergers

Law 360 M&A

Sen. Rand Paul, R-Ky., sent antitrust overhaul proponents back to the drawing board Thursday with little time remaining to pass a package of antitrust legislation aimed at changing the structure of filing fees for major mergers and substantially increasing costs for large-scale transactions to better fund competition enforcers.

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Benchmark International Facilitated The Transaction Of ProCon LLC And Southwest Material Handling Inc.

Benchmark Report

Benchmark International successfully facilitated the sale of ProCon LLC, hereinafter referred to as ProCon, to Southwest Material Handling Inc. ProCon, headquartered in Las Cruces, New Mexico, is an award-winning exclusive dealer of JCB construction equipment and a provider of value-added service and parts. ProCon operates in the western region of the US, including Colorado, Arizona, New Mexico, Texas, and Nevada.

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