Tue.Jan 03, 2023

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The board’s role: building trust in a multi-stakeholder world

Harvard Corporate Governance

Posted by Maria Castañón Moats, Paul DeNicola, and Matt DiGuiseppe, PricewaterhouseCoopers LLP, on Tuesday, January 3, 2023 Editor's Note: Maria Castañón Moats is Leader, Paul DeNicola is Principal, and Matt DiGuiseppe is Managing Director at the Governance Insights Center at PricewaterhouseCoopers LLP. This post is based on their PwC memorandum.

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GMS Enters New York City Market With New Acquisition & Greenfield Location

Benzinga

Specialty building products distributor GMS Inc (NYSE: GMS ) has expanded its platform with its first entries in the New York City market. The company has acquired Tanner Bolt and Nut Inc. and opened a ceilings-focused greenfield location. The financial terms were not disclosed. Tanner Bolt and Nut Inc distributes. Full story available on Benzinga.com.

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How Companies Should Approach Shareholder Proposals This Proxy Season

Harvard Corporate Governance

Posted by Shaun J. Mathew, Kirkland & Ellis LLP, on Tuesday, January 3, 2023 Editor's Note: Shaun J. Mathew is a partner at Kirkland & Ellis LLP. This post is based on a Kirkland & Ellis memorandum by Mr. Matthew, Sarkis Jebejian , Sophia Hudson and Christina Thomas. Key Takeaways: The SEC’s “shareholder proposal rule” was adopted to provide proponent shareholders access to management and fellow shareholders, but with limits to ensure that such access was not being misused or abused

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Greenberg Traurig Adds Ex-Holiday Inn Vacations GC In Fla.

Law 360 M&A

Greenberg Traurig PA has picked up Holiday Inn Club Vacations Inc.'s longtime general counsel as the newest attorney in the firm's Orlando, Florida, office.

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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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Go Beyond The Operating Cash Flow Formula

Redpath

Forecasting your operating cash flow can help your business tremendously. There’s a simple formula, but you will want to customize it to work best for you.

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What is proof of stake?

Mckinsey and Company

Proof of stake (PoS) is a consensus protocol in blockchains. It is a way to decide which user or users validate new blocks of transactions and earn a reward for doing so correctly.

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More Trending

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From sci-fi to reality: Autonomous driving in China

Mckinsey and Company

New technologies and regulations have made autonomous driving possible. In this changing landscape, the strategic roles of manufacturers may vary.

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Video Game Workers Get a Union Foothold at Microsoft

NYT M&A

The outcome, involving about 300 employees, is one of organized labor’s biggest victories at a major U.S. tech company.

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Where does shared autonomous mobility go next?

Mckinsey and Company

Shared autonomous mobility is at a critical point, and five factors may determine how the market evolves and which companies succeed.

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Monthly Merger Review Snapshot

Law 360 M&A

The Federal trade Commission pushed its bid to block a Meta Platforms virtual reality deal and also lodged a new challenge against Microsoft's bid for video game developer Activision Blizzard as the U.S. Department of Justice dropped a major defense industry merger challenge and Canadian enforcers suffered a setback trying to block a $20 billion telecom deal.

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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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The McKinsey Crossword: Body Building | No. 109

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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Canadian Competition Court Won't Block $20B Telecom Deal

Law 360 M&A

Canada's specialized competition court isn't going to interfere with the $20 billion merger of Rogers Communications and Shaw Communications, it has declared, dismissing concerns that their proposed divestiture of a mobile carrier isn't enough to curb the deal's anti-competitive effects.

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Airbus: aerospace giant should beware geeks bearing gifts

Financial Times M&A

Diversifications into cyber security are tricky for defence investors to assess

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Discover a better work-life balance for auditors with the Cloud Audit Suite

ThomsonReuters

Too many of today’s auditors are stressed and overworked. Disparate systems, remote work environments , and staffing constraints are among the issues they must navigate, and without the right tools and resources in place, it can be difficult. Therefore, firms need to ensure that auditors can access the tools they need and achieve the greater work-life balance they desire should they wish to retain top talent. .

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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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Cineworld to seek buyers for all its assets

Financial Times M&A

Rival AMC has shown interest in acquiring some of chain’s cinemas in US and Europe

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Valuation Multiples for Iron & Steel Manufacturing

Peak Business Valuation

Valuation multiples for iron and steel manufacturing are heavily influenced by several factors. This can include economics such as the recent Inflation Reduction Act and the price of metals, particularly steel and aluminum. In the United States, there are over 300 iron & steel manufacturing businesses. Despite being small in numbers iron & steel manufacturers generate more than $101 billion in revenue.

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State income tax law changes for the fourth quarter of 2022

LaPorte

(authored by RSM US LLP) A summary of important state and local income tax updates enacted during the quarter ending Dec. 31, 2022, which may impact the computation of current and deferred tax provisions under ASC 740. The post State income tax law changes for the fourth quarter of 2022 first appeared on LaPorte.

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PayPal Touts $6B In Cash, Analyst Expects New Leadership To Prompt Accretive M&A

Benzinga

Shares of PayPal Holdings Inc (NASDAQ: PYPL ) started the new year with a bang, with a spike in early trading on Tuesday. Street revenue estimates appear “reasonable,” while the company’s net cash of around $6 billion offers “M&A/buyback flexibility” and new leadership “could prompt strategically accretive M&A, according to Truist Securities.

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A guide to accounting for investments, loans and other receivables

LaPorte

(authored by RSM US LLP) Information about accounting for equity securities, debt securities and loans and other receivables, including recognition of credit losses. The post A guide to accounting for investments, loans and other receivables first appeared on LaPorte.

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Former Mayer Brown Partner Joins MoFo In Singapore

Law 360 M&A

Morrison Foerster LLP announced Tuesday that former Mayer Brown LLP partner Steven Tran is joining the firm's Singapore office, which recently celebrated its 10th anniversary.

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Current M&A Outlook Into 2023

Benchmark Report

In 2021 and early 2022, we saw record-breaking levels of M&A activity in the United States and around the world, and many business owners are wondering how long this cycle will last.

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Southwest Airlines Meltdown and Your Investment Decision

Auto Dealer Valuation Insights

As the calendar turns to 2023, I pray you aren’t reading this stuck in an airport waiting for lost luggage. Last week, Southwest Airlines ( NYSE: LUV) experienced significant disruptions and canceled thousands of flights following a winter blast smacking a large swath of the country. The rub? Southwest was more or less alone in its cancellations.

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Horizon Global More Than Triples On Merger Deal With First Brands

Benzinga

Towing and trailering equipment producer Horizon Global Corp (NYSE: HZN ) has entered into a definitive merger agreement with First Brands Group LLC. First Brands will acquire Horizon Global for $1.75 per share in an all-cash deal. The transaction represents a 31% premium to the trading price before. Full story available on Benzinga.com.

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Inchcape Completes £1.3B Acquisition Of Derco

Law 360 M&A

British-owned multinational car dealership company Inchcape PLC on Tuesday said it has completed the £1.3 billion ($1.5 billion) acquisition of major Latin American automotive distributor Derco Holdings as it expanded its footprint in South America.

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Top 10 Business Divorce Cases of 2022

Farrel Fritz

I’m delighted to present our 15th annual list of the past year’s ten most significant business divorce cases. This year’s list includes decisions by New York’s trial and appellate courts concerning a smorgasbord of interesting issues involving limited liability companies, closely held and not-for-profit corporations, and partnerships. All ten decisions were featured on this blog previously; click on the case name to read the full treatment.

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Goodwin Guides UC's $4B Blackstone REIT Investment

Law 360 M&A

University of California Investments, advised by Goodwin Procter, said Tuesday it is pouring $4 billion into Simpson Thacher-led Blackstone Real Estate Investment Trust.

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Does the Market Demand Climate-Related Disclosure Regulation?

Reynolds Holding

On March 21, 2022, the Security and Exchange Committee (SEC) proposed that all public firms disclose climate-change risk and greenhouse-gas (GHG) emission information in their financial statements. According to SEC Chair Gary Gensler, the proposal “would help issuers more efficiently and effectively disclose these risks and meet investor demand, as many issuers already seek to do.

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New Law Hikes HSR Merger Filing Fees for Large Deals and Imposes Foreign Subsidy Disclosure Requirement

National Law Review M&A

Bruce D. Sokler Joseph M. Miller Robert G.

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Arnold & Porter Discusses SEC Case on Impeding and Retaliating Against Whistleblower

Reynolds Holding

On November 22, 2022, the US Securities and Exchange Commission (SEC or Commission) filed an amended securities fraud complaint against Adam Rogas, the former Chief Executive Officer of NS8, Inc. (NS8), alleging that, among things, Rogas engaged in whistleblower impeding and retaliation against the NS8 employee who blew the whistle on Rogas’ fraudulent conduct.

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Arbitrage Pricing Theory (APT) - Can it Enhance Valuation?

Equilest

Can the Arbitrage Pricing Theory (APT) Enhance valuation? Unlocking the Secrets of the Arbitrage Pricing Theory (APT): A Comprehensive Guide - Tamir Levy, Ph.D., the Founder-CEO of Equitest, discusses. The Arbitrage Pricing Theory (APT) is a powerful tool that can be used to predict stock prices and portfolio returns. This theory is based on the idea that several factors, including economic and market conditions, determine a stock's price.

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Proactive news headlines including Piedmont Lithium, Cyclone Metals, Eclipse Metals and Pantoro Ltd

Benzinga

Sydney, Jan. 04, 2023 (GLOBE NEWSWIRE) -- Proactive, provider of real-time news and video interviews on growth companies listed in Australia, has covered the following companies: Piedmont Lithium Inc ((ASX:PLL, NASDAQ: PLL , XETRA:)), which develops lithium resources critical to the US electric vehicle (EV) supply chain, has amended its agreement with Tesla Inc (NASDAQ: TSLA ) to supply the US automaker with spodumene concentrate (SC6) from North American Lithium (NAL).

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Assessing Contractual Litigation Risk Amid Market Volatility

Law 360 M&A

Victoria Corder and Rafe Schaefer at Norton Rose offer important considerations to keep in mind when evaluating contractual litigation risk in the inflationary and volatile economy, including the tendency toward risky behaviors and the difficulty of proving damages.

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Great Elm Group Sells Durable Medical Equipment Business for $80 Million

Benzinga

WALTHAM, Mass., Jan. 03, 2023 (GLOBE NEWSWIRE) -- Great Elm Group, Inc. ("we," "us," "our," the "Company," "GEG," or "Great Elm"), (NASDAQ: GEG ) today announced the closing of the sale of its majority interest in the Company's Durable Medical Equipment (DME) business, Great Elm Healthcare, LLC, to QHM Holdings, Inc., a wholly-owned subsidiary of Quipt Home Medical Corp.

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Ace Global's 2nd Blank-Check Co. Cancels IPO

Law 360 M&A

Special purpose acquisition company Ace Global Business Acquisition II, which had hoped to acquire a business in the decarbonization, gaming or e-commerce industries, on Tuesday withdrew its plans for a $65 million initial public offering, marking the latest setback for the SPAC market.