Thu.Jul 07, 2022

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VICI Properties: Creating Value from the Ashes of Caesar’s Demise

Harvard Corporate Governance

Posted by William Ferguson (Ferguson Partners), David F. Larcker (Stanford University), and Brian Tayan (Stanford University), on Thursday, July 7, 2022 Editor's Note: William Ferguson is Chairman at Ferguson Partners; David F. Larcker is the director of the Corporate Governance Research Initiative at Stanford Graduate School of Business and senior faculty of the Arthur and Toni Rembe Rock Center for Corporate Governance at Stanford University; and Brian Tayan is a researcher with the Corporate

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Envisioning the future of port operations

Avanade

Washington Maritime Blue, 5G Open Innovation Lab and Avanade explore how 5G network connectivity can modernize port operations and support sustainable economic growth.

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Trending Sources

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The Proposed SEC Climate Disclosure Rule: A Comment from the Investment Company Institute

Harvard Corporate Governance

Posted by Dorothy Donohue, Susan Olson, and Eric Pan, Investment Company Institute, on Thursday, July 7, 2022 Editor's Note: Dorothy M. Donohue is Deputy General Counsel, Securities Regulation; Susan M. Olson is General Counsel; and Eric J. Pan is President & Chief Executive Officer of the Investment Company Institute. This post is based on their comment letter submitted to the U.S.

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On Again, Off Again: Is Elon Musk's Deal To Buy Twitter In Jeopardy Again? Depends On Who You Ask

Benzinga

Shares of social media platform Twitter Inc (NYSE: TWTR ) jumped Thursday with a report that an acquisition by Tesla Inc (NASDAQ: TSLA ) CEO Elon Musk could be nearing a finish line. Twitter shares then fell after-hours Thursday after a new report said the deal to buy Twitter is in “peril.” What Happened: A new report from The Washington Post calls a planned $44 billion acquisition of Twitter by Musk in jeopardy due to figures on spam accounts not being able to be verified.

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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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New SEC Rule Mandates Electronic Filing of Form 144s and “Glossy” Annual Reports

Harvard Corporate Governance

Posted by Eric Orsic, McDermott Will & Emery LLP, on Thursday, July 7, 2022 Editor's Note: Eric Orsic is a Partner at McDermott Will & Emery LLP. This post is based on his MWE memorandum. On June 3, 2022, the US Securities and Exchange Commission (SEC) adopted amendments to Rule 101 of Regulation S-T that eliminate the option for issuers and filing persons to file a number of forms in paper format.

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Benchmark International Successfully Facilitated the Transaction Between Zencom Telecommunications Limited and Communicate Technology PLC

Benchmark Report

Benchmark International is pleased to announce the acquisition of London-based Zencom to Wynard-based Communicate. Zencom supplies inbound and outbound call services to SMEs and blue-chip companies including call routing, invoicing and online real-time management call statistics. Since 2011, Communicate has been a specialist in IT, telecoms and cyber-security, keeping over 500 businesses and 50,000 users connected and secure across the UK.

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Choosing to grow: The leader’s blueprint

Mckinsey and Company

Driving sustainable, inclusive growth requires the right mindset, strategy, and capabilities. Here are some steps that could help foster successful growth.

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Why Merck Is Sending Seagen Stock Higher Today

Benzinga

Seagen Inc (NASDAQ: SGEN ) shares are trading higher Thursday following reports suggesting Merck & Company Inc (NYSE: MRK ) is in advanced talks to acquire the company. According to a Wall Street Journal report citing people familiar with the matter, the two companies are. Full story available on Benzinga.com.

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Blank Rome Adds Barnes & Thornburg Corporate Atty In LA

Law 360 M&A

Blank Rome LLP continues to expand its Los Angeles office by adding a Barnes & Thornburg LLP corporate expert as a partner.

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Meridian Bioscience To Be Acquired By SD Biosensor, SJL Partners - Read For How Much

Benzinga

SD Biosensor Inc (SDB) and SJL Partners LLC have agreed to acquire Meridian Bioscience Inc (NASDAQ: VIVO ) in an all-cash transaction valued at approximately $1.53 billion. Under the terms of the agreement, Meridian shareholders will receive $34.00 per share in cash, representing a premium of approximately. Full story available on Benzinga.com.

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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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How Do Taxes Factor Into an M&A Transaction?

Machen McChesney

Although merger and acquisition activity has been down in 2022, according to various reports, there are still companies being bought and sold. If your business is considering merging with or acquiring another business, it’s important to understand how the transaction will be taxed under current law.

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The Daily Biotech Pulse: Merck's Seagen Buyout Advances, Adverum Restructures, Pharmacists Get OK To Prescribe Pfizer COVID-19 Pill

Benzinga

Here's a roundup of top developments in the biotech space over the last 24 hours: Stocks In Focus. Merck's Potential Buyout Of Seagen Expected Within Next Few Weeks. Merck & Co Inc. (NYSE: MRK ) is in advanced talks to acquire Seagen Inc. (NASDAQ: SGEN ). A purchase agreement is expected in the next few weeks, according to the Wall Street Journal citing people familiar with the matter.

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Twitter’s CEO seeks to ‘swing back’ in Elon Musk takeover battle

Financial Times M&A

Parag Agrawal tries to prove his sceptics wrong as social media company fights to close $44bn deal with Tesla boss

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BRP Acquires EV R&D Centre In Austria

Benzinga

BRP Inc (NASDAQ: DOOO ) has agreed to acquire Great Wall Motor Austria GmbH , a subsidiary of Great Wall Motor based in China. The financial details were. Full story available on Benzinga.com.

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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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Earnouts: Del. Chancery Interprets Undefined “Commercial Best Efforts” Clause

John Jenkins

In many cases in which the meaning of an “efforts clause” governing the buyer’s conduct with respect to the achievement of earnout payment milestones has been an issue, the Chancery Court has had contractual language defining the standard to work with.

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Meeting the member where they are: What is the future of health equity?

Mckinsey and Company

A conversation about addressing the well-being of underserved patient populations and ensuring zip codes are not a key predictor of health outcomes.

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Fannie’s ‘Equity’ Plan: The Drinking Game

Appraisers Blog

What makes equity so invidious as a governing tenet is that it involves not just helping people of one racial or cultural group but it has the effect of knocking struggling members of disfavored groups out of the game. One type of parlor game relies on players’ ability to maintain their memory, logic and articulation – all while getting blotto. These alcohol-fueled “think and drink” games are highly challenging.

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Tribune Couldn't Predict Sinclair Merger Woes, 7th Circ. Says

Law 360 M&A

The Seventh Circuit has upheld a lower court finding that Tribune Media Co. could not have reasonably anticipated the harm to investors caused when the company's merger with Sinclair Broadcast Group tanked due to Sinclair's resistance to government enforcers' regulatory demands.

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Merck in talks over $40bn deal for cancer biotech SeaGen

Financial Times M&A

US group attracted by approved drugs as it prepares to lose patent protection of Keytruda

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Charting the global energy landscape to 2050: Sustainable fuels

Mckinsey and Company

Our Global Energy Perspective 2022 outlines the most significant trends, challenges, and opportunities around the longer-term energy transition—and five potential energy scenarios. The report provides an outlook to 2050 for each energy type and carrier, including hydrogen, sustainable fuels, natural gas, oil, and coal, as well as a view on the role of carbon capture, utilization, and storage (CCUS).

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Religious leader tax breaks

Henry Horne

If you are an ordained, commissioned or licensed minister, there are special tax breaks available to you. Religious leader tax breaks includes both a parsonage allowance and a potential exemption from self-employment tax. Don’t miss: Tax law changes complicates filing A parsonage allowance is an amount officially designated for housing as part of your salary … Keep Reading.

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After a strong 2021, European private banking faces headwinds

Mckinsey and Company

Western Europe’s private banks posted near-record profits last year, thanks to a high-performing market, but operational improvements stalled.

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Regulatory Brief for June 2022: The latest from the CFPB, FinCEN, FDIC & NCUA

N Contracts

You’ve got regulatory compliance questions? We’ve got regulatory compliance answers!

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Transparency, War, and Sanctions: How Audit Can Help Organisations Weather the Storm

Audit Board

Chelsea Football Club is not alone in feeling the chill of sanctions against Russian oligarchs. Its owner (prior to the impending forced sale), Roman Abramovich – a tycoon and politician with a personal fortune estimated at £9.1 billion – is the highest-profile individual caught in the crossfire between Russia and the West, but he is only one among many. .

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Link Group Receives Revised $1.6B Bid From Dye & Durham

Law 360 M&A

Australian financial services company Link Administration Holdings Ltd., known as Link Group, said Thursday it received an increased bid from legal and business workflow software company Dye & Durham Ltd. valuing it at AU$2.4 billion (about $1.6 billion).

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Optimizing Tax Accounting Methods To Drive Cash Savings

Trout CPA

When Interest Rates Rise, Optimizing Tax Accounting Methods Can Drive Cash Savings. U.S. businesses have been hit by the perfect storm. As the pandemic continues to disrupt supply chains and plague much of the global economy, the war in Europe further complicates the landscape, disrupting major supplies of energy and other commodities. In the U.S., price inflation has accelerated the Federal Reserve’s plans to raise interest rates and commence quantitative tightening, making debt more expensive.

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6 Issues Your Bank Can Resolve Using an Upgraded Treasury Management Solution

Financial Analyst Insider

Banks require a treasury management system (TMS) that can effectively help them navigate the fast-paced banking and financial markets of today. While many older systems remain potent, The post 6 Issues Your Bank Can Resolve Using an Upgraded Treasury Management Solution appeared first on Financial Analyst Insider.

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Why American Rebel Shares Are Skyrocketing Today

Benzinga

American Rebel Holdings Inc (NASDAQ: AREB ) has agreed to acquire Utah-based Champion Safe Company and its ancillary companies, in a transaction valued at $9.9 million. Founded in 1999 by Ray Crosby, Champion is. Full story available on Benzinga.com.

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Greystar Raises €1.55B For European Residential Fund

Law 360 M&A

The European subsidiary of U.S. property manager Greystar Real Estate Partners LLC said Thursday that it has raised €1.55 billion ($1.58 billion) from institutional investors for a fund planning to buy short-lease properties in European cities.

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AuditBoard and Fastpath Announce Integration Partnership

Audit Board

Internal audit teams can now connect AuditBoard to Fastpath to further enable automated testing and continuous monitoring. LOS ANGELES, CA — July 7, 2022 — AuditBoard , the leading cloud-based platform transforming audit, risk, and compliance management, and Fastpath, a leading provider in access management and information security software, today announced a partnership that sees the integration of Fastpath Assure® with AuditBoard Automation & Analytics.

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What Is Surprise Balance Billing, and What Does Our Health Plan Have to Disclose About It?

ThomsonReuters

QUESTION: What is surprise balance billing, and what must our group health plan disclose about it? ANSWER: Balance billing occurs when a provider bills a covered individual for charges disallowed by the plan because the charges exceed the plan’s allowed amount. It occurs only with out-of-network providers since in-network providers have agreed to accept a negotiated rate as payment in full for their services, and there is no outstanding balance after the plan and participant have each paid thei

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Hiring Strategy for Manufacturing: Enhance Employee Benefits

Concannon Miller

The labor shortage in the manufacturing sector has been well documented. As of October 2021, the number of workers in the industry had declined by almost 400,000 from pre-pandemic levels. According to the National Association of Manufacturers, nearly 2.1 million manufacturing jobs could be open by 2030. Will this worker shortage adversely affect your manufacturing company , or has it already done so?

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IRS Updates Determination Letter Application Forms to Reflect Electronic Filing

ThomsonReuters

Form 5300, Application for Determination for Employee Benefit Plan; Instructions for Form 5300 (Rev. June 2022); Form 8717, User Fee for Employee Plan Determination Letter Request (Rev. June 2022). Form 5300. Instructions. Form 8717. In connection with the move to all-electronic filing of Form 5300 as of July 1, 2022 (see our Checkpoint article ), the IRS has updated related forms and instructions.

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Putting the Brakes on Healthcare M&A and Provider/Payor Contracting: AB 2080 Poised to Dramatically Impact Healthcare Transactions in California

National Law Review M&A

Michael G. McKinnon Christine M. Clements Reed Shankwiler Dhara B.

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