Fri.Apr 15, 2022

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Remarks by Chair Gensler Before the FBIIC and FSSCC

Harvard Corporate Governance

Posted by Gary Gensler, U.S. Securities and Exchange Commission, on Friday, April 15, 2022 Editor's Note: Gary Gensler is Chair of the U.S. Securities and Exchange Commission. This post is based on his recent remarks before the Joint Meeting of the Financial and Banking Information Infrastructure Committee (FBIIC) and the Financial Services Sector Coordinating Council (FSSCC).

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Twitter Takes The Poison Pill: Here's What It Means For Elon Musk And Shareholders

Benzinga

When Tesla Inc (NASDAQ: TSLA ) CEO Elon Musk on Thursday entered his unsolicited $43 billion bid to acquire and take Twitter Inc (NYSE: TWTR ) private, the company scrambled. Unpleased with the offer, the board of directors were reportedly debating imposing a method called a “ poison pill” to prevent Musk from acquiring the company. The maneuver, known as the “poison pill” or the “Rights Plan” is a defense tactic used to avoid takeovers by diluting a sharehold

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Better data for better therapies: The case for building health data platforms

Mckinsey and Company

Health data platforms that participants trust could bring an end to today’s reductionist approach to drug development, revolutionizing our understanding of disease.

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Lessons For Elon Musk: 5 Notorious Failed Hostile Takeovers

Benzinga

As any student of industry knows, Elon Musk is hardly the first person to attempt a hostile takeover. But while the Tesla (NASDAQ: TSLA ) chieftain’s $54.20 per share bid for Twitter (NYSE: TWTR ) continues to resonate, let’s pause to consider earlier attempts at hostile takeovers by well-respected and well-financed entities and individuals that — to ransack some Musk-worthy clichés — took off like a rocket ship but eventually vanished like a wisp of blunt smoke.

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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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The Pros & Cons Of Buying An Established Franchise

Benchmark Report

The franchise business model can offer a great way to own your own business without the risks that are proven to come with start-ups. But owning an existing franchise can undoubtedly come with its share of challenges. So before jumping into a franchise ownership, be sure to consider all the good and bad that you could face before deciding if it’s the right opportunity for. you.

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Twitter CEO Said To Tell Employees Amid Elon Musk Offer: Company Bigger Than 'One Human, Any Human'

Benzinga

Twitter Inc. (NYSE: TWTR ) CEO Parag Agrawal , addressing employees in a meeting on Thursday evening, said the social media company stood "for way more than one human, any human," according to a Reuters report. The meeting was held to discuss Tesla Inc. (NASDAQ: TSLA ) CEO Elon Musk's offer to purchase all shares. Full story available on Benzinga.com.

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Me-ow! Pet Community Operator Boqii Faces Delisting Due to Shriveling Valuation

Benzinga

Key Takeaways: Boqii could face delisting from the NYSE after its market valuation fell out of compliance with NYSE rules. Company could delist through a management-led buyout and is likely to disappear from the NYSE main board within the next year. By Doug Young. Call it the incredible shrinking pet. Online pet community operator Boqii Holding Ltd.

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What Is a ‘Poison Pill’ Defense?

NYT M&A

Twitter has unveiled its plan to fight Elon Musk’s bid for the company. It’s a well-worn tactic to fend off corporate raiders and hostile takeovers.

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Closing the racial wealth gap by investing in Black consumers

Mckinsey and Company

Organizations that incorporate racial equity into their strategic agenda can promote growth and advance Black economic mobility. How can business leaders realize this transformative growth?

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Twitter launches poison pill to thwart $43bn bid by Elon Musk

Financial Times M&A

Defence comes a day after Tesla entrepreneur offered $54.

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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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Twitter Counters Elon Musk’s Takeover Bid With a Poison Pill

NYT M&A

The company is intent on trying to fend off the billionaire’s bid to buy it in a deal that could be worth more than $40 billion.

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Strategies to lead in the semiconductor world

Mckinsey and Company

Semiconductor companies can take different paths to capture new opportunities as demand continues to outstrip supply.

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Investcorp in exclusive talks with Elliott to buy AC Milan

Financial Times M&A

Asset manager seeks deal with US hedge fund that could value Italian club at more than €1bn

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Justices Told To Skip Energy Firm's Fight For Arbitration

Law 360 M&A

A Hong Kong oil and gas exploration company told the U.S. Supreme Court it shouldn't consider a challenge of the Fifth Circuit's finding that an energy consulting firm waived its right to arbitrate their dispute, telling the justices the arguments put forth to support review "are simply inaccurate.

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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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Elon Musk Knows Exactly What He’s Doing

NYT M&A

The billionaire could be at the helm of the internet’s loudest megaphone.

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AGs Insist Laches Defense Wrongly Used In Facebook Suit

Law 360 M&A

A coalition of 48 attorneys general asking the D.C. Circuit to revive their lawsuit accusing Facebook of illegally monopolizing personal social networking services has doubled down, asserting that a district judge erroneously tossed the case by invoking the doctrine of laches, saying it does not apply to enforcers seeking to protect public rights.

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Wealth Management Trend Lines May Be Rolling Over

Auto Dealer Valuation Insights

While wealth management continues to benefit from demographic trends in the U.S. and the general accumulation of investible assets during the pandemic, 2022 is proving to be somewhat more difficult for the sector, and sentiment among investors in wealth management firms has dimmed. Public firms with substantial operations in the wealth management space have been underperforming alt asset managers.

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BREAKING: Twitter Adopts Poison Pill To Thwart Elon Musk's $43B Offer

Law 360 M&A

Twitter said Friday that it has adopted a shareholder rights plan meant to protect the company from hostile takeover attempts, such as the more than $43 billion offer made by Elon Musk on Thursday.

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Sell Your Business for More with Hallmark Business Coaching

Hallmark Brokers

If you’re selling your business, you’re probably looking to make as much money from the sale as possible. Getting the best deal possible for your company on your own can be difficult, which is why you should consider assistance. Sell your business for more with Hallmark Business Brokers coaching. When selling a business, you want. Read more.

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Tegna Gives DOJ More Time To Probe $8.6B Go-Private Deal

Law 360 M&A

Broadcast giant Tegna has given the U.S. Department of Justice another month to investigate the competitive effects of an $8.6 billion proposal to take the company private, hoping to avoid a government challenge to the deal.

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Oilfield Water Markets

Auto Dealer Valuation Insights

The Oilfield Services (“OFS”) industry has long been known for its cyclicality, sharp changes in “direction” and demand-driven technological innovation. One segment of the OFS industry that is among those most subject to recent, rapid change is the Oilfield Water segment – including water supply, use, production, infrastructure, recycling and disposal.

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Time To Fix Legal Industry's Environmental Pro Bono Problem

Law 360 M&A

As Earth Day approaches, it's sobering to note that pro bono environmental law work lags behind other practice areas — but the good news is that there are numerous organizations that can help lawyers get connected with environment-related pro bono projects, says Matthew Karmel at Riker Danzig.

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AS Director-in-Charge Named a MoneyMakers Honoree

LaPorte

Kevin Hand, CPA, Accounting Services Director-in-Charge, has been selected as one of the honorees of the 2022 MoneyMakers award from New Orleans CityBusiness. The MoneyMakers… The post AS Director-in-Charge Named a MoneyMakers Honoree first appeared on LaPorte.

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Here’s what the takeover could mean.

NYT M&A

Twitter’s board is considering Elon Musk’s offer. Here are the possible next steps.

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Ricketts-led group drops out of race to buy Chelsea Football Club

Financial Times M&A

Chicago family, hedge fund billionaire Ken Griffin and Cleveland Cavaliers owner Dan Gilbert decide against bid

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Accelus and CHP Merger Corp. Mutually Agree To Terminate Business Combination

Benzinga

PALM BEACH GARDENS, Fla. and SUMMIT, N.J., April 15, 2022 (GLOBE NEWSWIRE) -- Integrity Implants Inc. d/b/a Accelus ("Accelus"), a privately held medical technology company focused on accelerating the adoption of minimally invasive surgery (MIS) as the standard of care in spine, and CHP Merger Corp. ("CHP") (NASDAQ: CHPM , CHPMU and CHPMW)), a special purpose acquisition company (SPAC), announced today that the companies have mutually agreed to terminate, effective immediately, the previously an

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Smart & Final Investor Sues Over $1.1B Sale To Apollo

Law 360 M&A

A former investor of grocery store chain Smart and Final Stores Inc. has hit executives of the company, its former majority owner Ares and two of its financial advisers in Delaware court with a proposed class action, alleging the group sold the business in 2019 to Apollo Global Management Inc. for $1.1 billion despite receiving a better offer.

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What Fintechs Need to Know About Consumer Protection Law

N Contracts

Regulators take consumer protection and compliance seriously. This is true for both financial institutions and fintechs.

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Nonreliance Clause Enforceability Still Murky In Fla. Courts

Law 360 M&A

A Florida state court's recent decision in NM Residential v. Prospect Park highlights the unpredictability around how and when the state's courts enforce nonreliance provisions in securities and business transactions, but recent cases also provide some useful lessons, say Ian Ross and Amy Bowers at Stumphauzer Foslid.

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How Volkswagen board member Hiltrud Werner finds resilience

Mckinsey and Company

Resilience is top of mind for Hiltrud Werner in her role as a member of Volkswagen’s board of management as COVID-19, new regulations, and the energy transition test the automaker’s mettle.

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Investor Sues To Delay Insurance Underwriter's $41.4M Merger

Law 360 M&A

Insurance underwriter National Security Group Inc. has failed to disclose material information about its proposed $41.4 million merger with a company backed by entrepreneur and Sacramento Kings owner Vivek Ranadivé, a new Delaware Chancery Court lawsuit has alleged, seeking to postpone a vote on the deal.

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A Deconstruction of the Short-Termism Thesis

Harvard Corporate Governance

Posted by Charles Nathan, Finsbury Glover Hering, on Friday, April 15, 2022 Editor's Note: Charles Nathan is Consulting Partner at Finsbury Glover Hering. Related research from the Program on Corporate Governance includes The Myth that Insulating Boards Serves Long-Term Value by Lucian Bebchuk (discussed on the Forum here ); Don’t Let the Short-Termism Bogeyman Scare You by Lucian Bebchuk (discussed on the Forum here ); Corporate Short-Termism – In the Boardroom and in the Courtroom by Mark

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Taxation With Representation: Cleary, Simpson Thacher

Law 360 M&A

In this week's Taxation With Representation, U.K. drugmaker GlaxoSmithKline will acquire Sierra Oncology, KKR will buy cloud security and data protection company Barracuda Networks from private equity firm Thoma Bravo and private equity-backed Kaseya will buy cloud-based software company Datto.

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Weekly Roundup: April 8-14, 2022

Harvard Corporate Governance

Posted by the Harvard Law School Forum on Corporate Governance, on Friday, April 15, 2022 Editor's Note: This roundup contains a collection of the posts published on the Forum during the week of April 8-14, 2022. SEC Proposes Landmark Standardized Disclosure Rules on Climate-Related Risks. Posted by David Cifrino and Jacob Hollinger, McDermott Will & Emery LLP, on Friday, April 8, 2022.

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