Sat.May 27, 2023 - Fri.Jun 02, 2023

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Florida Passes Farthest-Reaching Anti-ESG Law to Date

Harvard Corporate Governance

Posted by Leah Malone and Emily B. Holland, Simpson Thacher and Bartlett LLP, on Saturday, May 27, 2023 Editor's Note: Leah Malone is a Partner and Emily B. Holland is Counsel, at Simpson Thacher and Bartlett LLP. This post is based on a Simpson Thacher & Bartlett LLP memorandum by Ms. Malone, Ms. Holland, Carolyn S. Houston , and May Mansour. Related research from the Program on Corporate Governance includes The Illusory Promise of Stakeholder Governance (discussed on the Forum here ) by

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Selling a Business? Remember, Cash Is King. (Here’s Why)

Viking Mergers

Why do people say cash is king when selling a business? And what does it really mean? “Cash is king” in the context of selling a business emphasizes the importance of cash flow and liquidity in determining the value and attractiveness of the company to potential buyers. Here are a few key reasons why cash is king when selling a business: 1.

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Six Glazer siblings to retain Man Utd stakes under Ratcliffe offer

Financial Times M&A

News, analysis and comment from the Financial Times, the worldʼs leading global business publication

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Forward Thinking on the brave new world of generative AI with Ethan Mollick

Mckinsey and Company

“I really worry that people are not taking this seriously enough … this fundamentally is going to be a shift in how we work and how we interact at a level that’s as big as anything we’ve seen in our lifetimes.” A leading business school professor talks about why he thinks the technology underlying ChatGPT is so transformative that he is betting his career on it.

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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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It’s Time to Call a Truce in the Red State/Blue State ESG Culture War

Harvard Corporate Governance

Posted by Robert G. Eccles (Oxford University) and Eli Lehrer (R Street Institute) , on Monday, May 29, 2023 Editor's Note: Robert Eccles is Visiting Professor of Management Practice at Oxford University Said Business School and Eli Lehrer is the co-founder and President of the R Street Institute. This post is based on their recent piece. Related research from the Program on Corporate Governance includes The Illusory Promise of Stakeholder Governance (discussed on the Forum here ) by Lucian A

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Appraised Value vs. Market Value: Understanding the Differences and Why They Matter

Viking Mergers

If you are considering selling your small to midsize business, you may already know that extensive financial information goes into constructing a deal. Appraisal and fair market values are two of these figures, which are fundamental in getting the most money for the company you have worked hard to build. Although these two numbers should ideally be the same, fluctuations in the market coupled with more subjective factors not found on paper often mean that it is different.

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Comment on AMC Fee Impact on Appraisal Fee by Baggins

Appraisers Blog

In reply to ray. Listen, I know my posts are long and annoying, time consuming to read through with all the links and rich informational sources. I continue to believe that if more people were better educated on this industries history and trajectory, positive change can happen. I don’t care if it’s a one liner or a dissertation, every appraiser whom chooses to participate is much appreciated.

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Anti-ESG Shareholder Proposals in 2023

Harvard Corporate Governance

Posted by Heidi Welsh, Sustainable Investment Institute, on Thursday, June 1, 2023 Editor's Note: Heidi Welsh is the Executive Director at the Sustainable Investments Institute. Related research from the Program on Corporate Governance includes The Illusory Promise of Stakeholder Governance (discussed on the Forum here ) by Lucian A. Bebchuk and Roberto Tallarita ; How Much Do Investors Care about Social Responsibility?

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How Attorneys Can Help Combat Anti-Asian Hate

Law 360 M&A

Amid an exponential increase in violence against Asian American and Pacific Islander communities, unique obstacles stand in the way of accountability and justice — but lawyers can effect powerful change by raising awareness, offering legal representation, advocating for victims’ rights and more, say attorneys at Gibson Dunn.

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Louisiana Ear, Nose, Throat and Sinus Becomes the First Elevate ENT Practice in Louisiana State

Business Wire M&A

MIAMI LAKES, Fl.--(BUSINESS WIRE)--Elevate ENT Partners (“Elevate”), a leading management support organization (“MSO”) of ear, nose, and throat (“ENT”) practices nationwide, announced it has acquired Louisiana Ear, Nose, Throat and Sinus (“LENTS”). This transaction follows the recent acquisitions of Ear, Nose & Throat Associates of Texas and Florida’s Otolaryngology Consultants PA.

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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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Comment on AMC Fee Impact on Appraisal Fee by Dave H

Appraisers Blog

10+- years ago I was invited by Solidifi to attend a meet and greet happy hour in downtown Phoenix. The alcohol was flowing freely, which led Solidifi Staff to brag about their margins, Top 15 Lender Client List and quarterly bonuses. I don’t know why I was invited as I don’t think I had completed more than 10 orders for them. I discontinued my relationship with them immediately thereafter.

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Disloyal Managers and Shareholders’ Wealth

Harvard Corporate Governance

Posted by Elierzer M. Fich (Drexel University), Jarrad Harford (University of Washington), and Anh L. Tran (City University of London) , on Tuesday, May 30, 2023 Editor's Note: Eliezer Fich is Professor of Finance at Drexel University LeBow College of Business, Jarrad Harford is Professor of Business Administration at the University of Washington Foster School of Business, and Anh L.

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3 Firms Seek $27.6M For $87.5M Time Warner-Charter Deal

Law 360 M&A

Bernstein Litowitz Berger & Grossmann LLP, Block & Leviton LLP and Heyman Enerio Gattuso & Hirzel LLP are asking the Delaware Chancery Court to award them roughly $27.6 million in connection with a proposed $87.5 million deal that would end a stockholder derivative challenge to the $55 billion Charter Communications-Time Warner Cable merger.

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Does Software Development Count as a Research and Development Tax Credit?

Redpath

Editor's note: This piece was updated from 2020 to include additional resources. June 1, 2023 — Encouraging U.S. economic performance to reach its potential is important enough that there is a tax credit for research and development (R&D). Technology companies, and really any company that works with software, should make sure they’re taking advantage of it if they are eligible.

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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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Comment on The New & Improved Fannie Mae “FRAUDULATOR 2.0” by Mike Ford, AGA™

Appraisers Blog

In reply to David. I just listened to a podcaster I’d stopped listening to some time ago. Dr. Mark Calabria, former Head of FHFA was interviewed. Yes, he is selling a book (which I’ll now likely buy after hearing him speak). I approached it with a certain amount of skepticism. He has as thorough an understanding of the issues we face, as a non-appraiser can have.

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Officer Exculpation Under Delaware Law—Encouraging Results in Year One

Harvard Corporate Governance

Posted by Brian V. Breheny, Allison L. Land, and Ryan J. Adams, Skadden, Arps, Slate, Meagher & Flom LLP, on Thursday, June 1, 2023 Editor's Note: Brian V. Breheny , and Allison L. Land are Partners and Ryan J. Adams is Counsel at Skadden, Arps, Slate, Meagher & Flom LLP. This post is by Mr. Breheny, Ms. Land, Mr. Adams, Alexander J. Vargas and Melanie Yeames , and is part of the Delaware law series ; links to other posts in the series are available here.

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Elite Announces Completion of Majority Acquisition by TPG

Business Wire M&A

SAN FRANCISCO & FORT WORTH, Texas--(BUSINESS WIRE)--Elite, a provider of financial and practice management solutions to law firms, today announced that it has completed its previously announced acquisition by TPG, a global alternative asset management firm. TPG acquired the business from Thomson Reuters, which has retained a minority interest in Elite.

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IRS Provides Interim Guidance on Expansion of EPCRS Under SECURE 2.0 Act

ThomsonReuters

IRS Notice 2023-43 (May 25, 2023) Available at [link] The IRS has issued Notice 2023-43, providing interim guidance on the expanded self-correction program under the Employee Plans Compliance Resolution System (EPCRS). As background, the SECURE 2.0 Act made sweeping changes to self-correction under EPCRS (see our Checkpoint article ). While the changes technically took effect December 29, 2022, the extent to which the SECURE 2.0 Act changes plans’ current self-correction options is uncertain b

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Comment on The New & Improved Fannie Mae “FRAUDULATOR 2.0” by Dave

Appraisers Blog

Bracket, bracket, bracket – you’re done!!!! The rest is narrowing the bracket with transparancy not silly mechanical adjustments – show your knowledge by explaining the differences – so easy!

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Significant Amendments to Private Fund Adviser Reporting on Form PF

Harvard Corporate Governance

Posted by Diane Blizzard and Radhika Kshatriya, Kirkland & Ellis LLP, on Sunday, May 28, 2023 Editor's Note: Diane Blizzard is a Partner and Radhika Kshatriya is an Associate at Kirkland & Ellis LLP. This post is based on a Kirkland & Ellis memorandum by Ms. Blizzard, Ms. Kshatriya, Nick Hemmingsen , Daniel Kahl , Scott A. Moehrke , and Reed T.

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MGG Investment Group Supports Investment in United Medical Systems

Business Wire M&A

NEW YORK--(BUSINESS WIRE)--MGG Investment Group LP (“MGG”) today announced that it has made a debt and equity investment to support Access & Integrated Practice Holdings’ acquisition of United Medical Systems Inc. (“UMS”), a national provider of premier transportable and in-house urology solutions to hospitals, surgery centers, and offices. Terms of the transaction were not disclosed.

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Four Ways to Love People and Win Their Hearts and Minds

Rhythm Systems

We all have A-Players we do not want to lose. At the 1995 Worldwide Developers Conference, Steve Jobs shared a realization about his own top performers: “Most things in life have a dynamic range in which average to best is at most 2:1.the difference between an average software developer and the best is 50:1.” Think about the dynamic range of performance in your industry or business.

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Comment on The New & Improved Fannie Mae “FRAUDULATOR 2.0” by Dave

Appraisers Blog

One can extract the market reaction to be used in the adjustment grid for pretty much anything home related, by knowing how much a contractor would charge for that completed service including materials. Then estimating down for depreciated effective age. – DON’T BELIEVE IT – POPPYCOCK!

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Weekly Roundup: May 26-June 1, 2023

Harvard Corporate Governance

Posted by the Harvard Law School Forum on Corporate Governance, on Friday, June 2, 2023 Editor's Note: This roundup contains a collection of the posts published on the Forum during the week of May 26-June 1, 2023 Modernization of Beneficial Ownership Reporting Rule Proposal Posted by Jonathan H. Gaines, David S. Rosenthal, and Christopher Soares, Dechert LLP, on Friday, May 26, 2023 Tags: Beneficial owners , Disclosure , Monetary policy , Risk , SEC enforcement , Securities Exchange Act of 1934

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Growing a global tech unicorn: Five key insights from Infobip

Mckinsey and Company

The CEO and cofounder of Infobip shares how the company has used small, mission-based teams and a positive growth mindset to capture high-yield, low-cost tech markets.

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7 Considerations When Preparing Your Payroll Budget

Machen McChesney

Most companies spend 20% to 30% of their annual revenue on payroll. The exact amount varies based on the employer's size, industry, staffing, and operational needs. In some industries, such as service, it's not uncommon for payroll to encompass up to 50% of revenue. For other industries, such as manufacturing and food and beverage, it usually takes up no more than 20% to 30%.

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Comment on VA Appraisal Request Form at Heart of AIR Violation Class Action by Spencer Paul

Appraisers Blog

In reply to Howard W. I get where you are coming from, but you brough up another interesting point, analyze all sales agreements…Yes we are. You would be shocked at how many agents I ask for a redacted copy of the sales agreements and they say no. Even in the pandemic times with everything selling for higher at every turn. I would be denied so many times when the agents say the have “x” offers above listing, or at the same price, but when it’s put up or shut up… the

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The Imperfect CEO

Harvard Corporate Governance

Posted by Justus O'Brien and Dean Stamoulis, Russell Reynolds Associates, on Monday, May 29, 2023 Editor's Note: Justus O’Brien co-leads the Board & CEO Advisory Partners Practice and Dean Stamoulis is a Managing Directer at Russell Reynolds Associates. This post is based on their Russell Reynolds memorandum. Why businesses should embrace the imperfect CEO Imperfection isn’t failure.

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Trends driving automation on the farm

Mckinsey and Company

Economic pressures and the push toward more-sustainable practices are driving next-generation automation technologies, benefiting farmers, regulators, and consumers alike.

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How to buy a global $20bn company for nothing

Financial Times M&A

Japan is only theoretically fertile territory for stock market takeovers, as the Toyota thought experiment reveals

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Comment on The New & Improved Fannie Mae “FRAUDULATOR 2.0” by Dave

Appraisers Blog

Those of you who still drink the match pair cool aid or even pretend that regression analysis can generate adjustments are destined to never understand AI! Back to you Baggins! And YES Lyle Radke doesn’t get it either!

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Mission and Goals of the Racial Justice Initiative

Harvard Corporate Governance

Posted by Olivia Knight, As You Sow, on Friday, June 2, 2023 Editor's Note: Olivia Knight leads As You Sow’s Racial Justice Initiative. Related research from the Program on Corporate Governance includes The Illusory Promise of Stakeholder Governance (discussed on the Forum here ) by Lucian A. Bebchuk and Roberto Tallarita ; How Much Do Investors Care about Social Responsibility?

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Getting a read on the state of organizations

Mckinsey and Company

A new McKinsey report reveals how organizations are faring in a post-COVID-19 world. Here, two of its coauthors offer suggestions for managing through the uncertainty.

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The UK’s competition watchdog risks undermining business dynamism

Financial Times M&A

A decision by the CMA to block the Microsoft and Activision Blizzard merger has provoked debate about its role

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