Tue.Aug 02, 2022

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Sale of Portfolio Company is Subjected to Entire Fairness Review

Harvard Corporate Governance

Posted by Gail Weinstein, Steven J. Steinman, and Brian T. Mangino, Fried, Frank, Harris, Shriver & Jacobson LLP, on Tuesday, August 2, 2022 Editor's Note: Gail Weinstein is Senior Counsel, and Steven J. Steinman and Brian T. Mangino are Partners at Fried, Frank, Harris, Shriver & Jacobson LLP. This post is based on a Fried Frank memorandum by Ms.

Appraisal 251
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The Ultimate Angel Investors Checklist

Startup Valuation Blog

The Ultimate Angel Investors Checklist. An angel investor is an individual who provides financial backing for small startups or entrepreneurs, typically in exchange for ownership equity in the company. Have you wondered What angel investors want from a startup? They will be happy to invest in a company that has 4 characteristics: 1.Return on investment.

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Putting Financial Reporting Standards Into Practical Perspective

Harvard Corporate Governance

Posted by Robert Eccles (Oxford University) and Kazbi Soonawalla (Oxford University), on Tuesday, August 2, 2022 Editor's Note: Robert G. Eccles is Visiting Professor of Management Practice and Kazbi Soonawalla is a Senior Research Fellow in Accounting at Oxford University Said Business School. This post is based on the third part of a three-part series on financial reporting by Professor Eccles and Dr.

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Network effects: How to rebuild social capital and improve corporate performance

Mckinsey and Company

People’s professional networks have shrunk since the onset of the COVID-19 pandemic, while companies’ attrition and hiring challenges are growing. To help reverse these trends, people and organizations will need to manage workplace interactions more intentionally. Here’s how.

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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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How Continuous Voting with UPC Will Change Proxy Contests

Harvard Corporate Governance

Posted by Michael R. Levin, The Activist Investor, on Tuesday, August 2, 2022 Editor's Note: Michael R. Levin is founder and editor of The Activist Investor. Related research from the Program on Corporate Governance includes Universal Proxies (discussed on the Forum here ) by Scott Hirst; The Long-Term Effects of Hedge Fund Activism (discussed on the Forum here ) by Lucian Bebchuk, Alon Brav, and Wei Jiang; Dancing with Activists (discussed on the Forum here ) by Lucian Bebchuk, Alon Brav, W

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Musk Friends And Billionaires Top Twitter's Subpoena In Latest Trial Twist: Palihapitiya, Palantir Founder Among Targets

Benzinga

A new subpoena from Twitter Inc (NYSE: TWTR ) is requesting information from friends of Elon Musk in the battle between the social media platform and Tesla Inc (NASDAQ: TSLA ) over a proposed $44 billion buyout. Here’s the latest. What Happened: A subpoena obtained by The Washington Post sees Twitter targeting several investors connected to Musk.

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Stephen King Testifies The More Publishers, The Better

Law 360 M&A

Author Stephen King told a D.C. federal court on Tuesday that it's become tougher for writers to make a living from writing, testifying for the government in its bid to block Penguin Random House's planned acquisition of Simon & Schuster.

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UiPath Acquires This AI Startup For Undisclosed Sum

Benzinga

Software automation company UiPath, Inc (NYSE: PATH ) snapped up artificial intelligence startup Re:infer Ltd. The financial terms of the transaction remain undisclosed. Re:infer was founded in 2015 by Ph.D. scientists from the AI research lab at University College London. Re:infer uses machine learning (ML) technology to mine context from communication messages and transform them.

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Sun Acquisitions Announces Three Successful Buy-Side Campaign Client Acquisitions

Sun Acquisitions

Sun Acquisitions is pleased to announce the closing of three Buy-Side campaigns in the last two months including an industrial pumps distributor, specialty electronics distributor, and a waste management firm. Sun Acquisitions’ clients were both private and publicly held companies which acquired domestic and international targets. Larry Sanderman, Managing Director, led all these Buy-Side campaigns which produced numerous leads for our clients.

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Conmed's New Acquisition Is 'Door-Opener' For Orthopedic Surgery Business, This Analyst Says

Benzinga

Earlier today, CONMED Corporation (NYSE: CNMD ) agreed to acquire privately held Biorez Inc for $85 million and up to $165 million in commercial-based milestones. Biorez commercializes its BioBrace implant, a bioinductive scaffold used to reinforce soft tissue where weakness exists and promote soft tissue healing. Needham says that in the near term, Biorez is expected to be accretive to revenue growth and gross margins (Biorez's gross margin is >80% vs.

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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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Using tax technology to boost agility and retain staff

ThomsonReuters

Even as accounting firms emerge from the COVID-19 pandemic with a new appreciation for technology’s ability to enable remote work and seamless collaboration, a new challenge has surfaced. The mass exodus of employees from the workforce—known as The Great Resignation—is impacting the accounting profession and leaving firm managers scrambling to find quality staff.

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PepsiCo Takes 20% Equity Stake In Romanian Spring Water Company AQUA Carpatica

Benzinga

PepsiCo Inc (NASDAQ: PEP ) has entered into a strategic agreement with Romanian spring water AQUA Carpatica, which was founded by Swiss-Greek businessman and entrepreneur Jean Valvis in 2010. Under the agreement, PepsiCo will own a 20% equity stake in. Full story available on Benzinga.com.

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Attracting Gen Z talent to the accounting profession

ThomsonReuters

A notable portion of today’s accounting curriculum in college is dedicated to teaching aspiring accountants how to use current accounting technology. When Gen Z talent head out into the real world, they have an expectation that their employers will be using—at a minimum—the tools they learned in school. And many graduates are likely looking forward to learning even more advanced technology on the job.

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Stephen King Testifies in Penguin Random House Merger Trial

NYT M&A

“Consolidation is bad for competition,” Mr. King said in the trial that will determine whether Penguin Random House may acquire Simon & Schuster.

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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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A data-driven approach to addressing COVID-19 vaccine uptake in Africa

Mckinsey and Company

To help improve COVID-19 vaccination rates across Africa, stakeholders may consider improving research efforts to gain a better understanding of barriers and drivers behind population vaccine uptake.

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Twitter Subpoenas Musk’s Banks in Fight Over Acquisition.

NYT M&A

Twitter has sent out requests for information from the banks that are backing the billionaire’s purchase, which he is trying to walk away from.

Banking 98
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Unions Assert Right To Challenge Tegna Go-Private Deal

Law 360 M&A

Two major broadcast unions asserted their standing to fight Virginia-based broadcasting giant Tegna's plan to go private in an $8.6 billion deal with hedge fund Standard General based on the premise that the move would harm local Tegna employees and consumers.

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Beer Market Worth USD 989.48 Billion by 2028 | With 3.68% CAGR

Benzinga

Pune, India, Aug. 02, 2022 (GLOBE NEWSWIRE) -- The global beer market size is projected to grow from USD 768.17 billion in 2021 to USD 989.48 billion in 2028 at a CAGR of 3.68% during the forecast period in 2021-2028. The growing alcohol e-commerce channel and rising personal disposable income levels are expected to magnify market's growth in the forthcoming years.

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UK Tribunal Tosses HMRC Appeal Of Euromoney Deal

Law 360 M&A

A lower tribunal correctly found that tax avoidance wasn't the main reason Euromoney Institutional Investor sold its interest in a company, even though it restructured the cash portion of the $80 million transaction to reduce taxes, the Upper Tribunal ruled.

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Smart fluid hydraulics: Preparing for the imminent revolution in the fluid systems industry

Mckinsey and Company

Smart pumps may help companies in process industries achieve two of their main goals: optimizing energy efficiency and reducing emissions.

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Forbes Is Said to Explore Sale After SPAC Deal Collapses

NYT M&A

Forbes has tapped Citigroup to sell at a price of at least the $630 million valuation declared in its earlier process to go public through a blank-check company.

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JD Sports appoints Régis Schultz as new chief

Financial Times M&A

Sportswear chain continues boardroom overhaul with selection of French retail veteran

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How the Balance of Power Is Changing in the Resolution of Corporate Financial Distress

Reynolds Holding

Among those who study corporate financial distress and reorganization, the notion that senior lenders are in control is deeply ingrained. Celebrated papers in the law and corporate finance literatures attribute lender influence during periods of distress to blue-sky contracting practices. [1] When extending credit, senior lenders take a blanket lien on the borrower’s assets, and the borrower agrees to strict financial maintenance and other covenants.

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Neon, Film Distributor of Indie Darlings Like ‘Parasite,’ Ponders Sale

NYT M&A

It has tapped the investment bank Raine to assess its options, on the heels of a megadeal for another independent distributor, A24.

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AMA: Karina Weitzer, co-founder of Sulis Insights

Vested

Sulis Insights is a digital research agency tackling the dark side of the web. Co-founder Karina Weitzer tells us about the work they do to disrupt dangerous online communities.

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Paul Weiss Discusses Second Circuit Ruling on Liability Under Rule 10b-5(a) and (c)

Reynolds Holding

On July 15, 2022, the Second Circuit held [1] in SEC v. Rio Tinto plc , [2] that the Supreme Court’s ruling in Lorenzo v. SEC [3] did not abrogate the rule in the Second Circuit that alleged misrepresentations and omissions cannot be the “sole basis” [4] for liability under Rule 10b-5(a) and (c). In Lorenzo , the Supreme Court held that a person who disseminates materially misleading statements with the intent to defraud investors can be held primarily liable under Section 17(a)(1) of the Secur

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DEBRA, next big tax reform in Europe?

Simply Treasury

DEBRA, a new acronym that could cause nightmares for tax managers but also for corporate treasurers. It is a new proposal from the EU that could have significant impacts to consider, although its objectives are laudable and logical. The idea is not new to encourage companies to increase their capitalization and reduce their bank debt (partly through more recourse to the capital market - CMU project).

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Which Broker/Investment Bank Could Be Purchased Next, Following $1.3B Cowen/TD Deal?

Benzinga

The latest bank/investment firm M&A came on Tuesday as Toronto-Dominion Bank (NYSE: TD ) bought Cowen Inc (NASDAQ: COWN ) in an all cash deal valued at $1.3 billion or $39 per share, according to a TD Bank Group press release. TD believes that “through this transaction, TD Securities will accelerate its long-term growth strategy in the United States by acquiring a high-quality and rapidly growing investment bank with outstanding talent and highly complementary products and services.

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Breaking up with your CPA

Henry Horne

Business partnerships are a lot like relationships. You get into one thinking it’s for the long haul but along the way your needs stop getting met. It’s easy to settle for substandard service, and it’s hard to know when it’s time to cut your losses and move on. But there are red flags you can … Keep Reading. The post Breaking up with your CPA appeared first on Henry+Horne.

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2022 Sector Report: Esports Valued At Over A Billion Dollars

Benchmark Report

eSports is a form of video-game-based competition that has seen significant revenue and viewership growth in recent years. Much of the revenue is coming from advertising dollars from brands, such as ads shown during live streams on online platforms, video-on-demand content of matches, or on eSports TV. And competitive gaming is becoming more mainstream than ever.

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Abusive Microcaptive Insurance transactions are shams

Henry Horne

A recent Court of Appeals ruling has affirmed the IRS position that abusive Microcaptive Insurance transactions are shams. What are microcaptive insurance transactions and what does that mean for your tax position? Don’t miss: Accounting tips for starting a business What is captive insurance? In brief, it is an insurance company set up to write … Keep Reading.

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Business Valuation: How to Use the Cost Approach Method

Concannon Miller

The balance sheet — which shows a company's assets and liabilities — is a logical starting point for valuing certain types of businesses. The cost (or asset) approach specifically focuses on this part of a company's financial statements. Here's an overview to help you understand this valuation technique.

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3 common errors in construction jobs schedule

Henry Horne

Those familiar with construction accounting understand the importance of a jobs schedule which encapsulates what makes construction accounting different from all other types of accounting. It is the place where revenue is calculated over time (percentage of completion method). Don’t miss: Lease accounting for contractors As an auditor I get to see job schedules from … Keep Reading.

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Analyst Take: Signs Show Elon Musk Still Interested In Acquiring Twitter

Benzinga

Elon Musk’s proposed Twitter, Inc. (NYSE: TWTR ) takeover has gone through several twists and turns, and the latest development in the saga is the looming litigation between the two parties. Despite Musk pulling out of the deal, blaming the action on bot accounts, he may be still interested in buying Twitter, Future Fund founder and Tesla bull Gary Black said on Monday.

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