Sat.Jul 09, 2022 - Fri.Jul 15, 2022

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Twitter vs. Musk: The Complaint

Harvard Corporate Governance

Posted by Anna Restuccia (Harvard Law School), on Thursday, July 14, 2022 Editor's Note: This post provides the text of the complaint filed in on July 12, 2022 by Twitter in its widely-followed case against Elon Musk. This post is part of the Delaware law series ; links to other posts in the series are available here. IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE.

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Here are the Top 7 Benefits of Getting a Business Valuation

Chris Curtain

Why have a Profession Business Appraisal or Valuation? Know the Economic Value of Your Largest Asset A business appraisal or business valuation conveys the current economic value of a business by accounting for its team, assets, intellectual properties, earnings, growth, and losses. It is conducted for a variety of reasons, often occurring at the onset […].

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Richard Stewart OAM appointed Chair of the IVSC Business Valuation Board

IVSC

Sydney-based PwC Partner, Richard Stewart OAM, has been appointed as the next Chair of the IVSC’s Business Valuation Board (BVB). Richard joined the Board as a member in March 2019 and takes over from Andreas Ohl who steps down after a seven-year contribution to the IVSC’s standard setting boards. Richard will also take over from Andreas as the BVB representative on the Standards Review Board which oversees the IVSC’s standards agenda.

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The Great Attrition is making hiring harder. Are you searching the right talent pools?

Mckinsey and Company

People keep quitting at record levels, yet companies are still trying to attract and retain them the same old ways. New research identifies five types of workers that employers can reach to fill jobs.

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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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Poised for Change? Boardroom Diversity Survey

Harvard Corporate Governance

Posted by Melissa Aguilar, KPMG Board Leadership Center, on Monday, July 11, 2022 Editor's Note: Melissa Aguilar is Director of Content Creation at the KPMG Board Leadership Center, KPMG LLP. This post is based on her KPMG memorandum. Related research from the Program on Corporate Governance includes Politics and Gender in the Executive Suite (discussed on the Forum here ) by Alma Cohen, Moshe Hazan, and David Weiss; Will Nasdaq’s Diversity Rules Harm Investors?

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How Twitter and Tesla Shares Would React To Termination Of Musk-Twitter Deal: Analysts Weigh In

Benzinga

After weeks of dilly-dallying, Tesla, Inc. (NASDAQ: TSLA ) chief executive officer Elon Musk confirmed late Friday that he is terminating the deal to buy Twitter, Inc. (NYSE: TWTR ). Legal Battle In Cards: Close on the heels of Musk's disclosure of his intentions, Bret Taylor, chairman of Twitter's board, tweeted that the board is committed to closing the transaction on the price and terms agreed upon with Musk.

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Best of both worlds: Balancing digital and physical channels in retail banking

Mckinsey and Company

Banking distribution needs to account for the evolving interdependencies between channels. Accelerating digital and upgrading the physical experience to “phygital” offers a viable solution.

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How Issuers and Investors Can Find Common Ground on ESG

Harvard Corporate Governance

Posted by James Killerlane, BNY Mellon, on Tuesday, July 12, 2022 Editor's Note: James Killerlane is the Corporate Secretary, Managing Director and Deputy General Counsel of BNY Mellon. This post is based on a BNY Mellon report. Related research from the Program on Corporate Governance includes Companies Should Maximize Shareholder Welfare Not Market Value by Oliver Hart and Luigi Zingales (discussed on the Forum here ); Reconciling Fiduciary Duty and Social Conscience: The Law and Economics of

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UK company insolvencies rise 70% in past year

Accountancy Today

UK company insolvencies have jumped 70%, from 11,261 to 19,191 in the last year according to Mazars, the international audit, tax and advisory firm. Mazars said the figures come in the face of the highest interest rates in 13 years which have made businesses’ debts more expensive to service and has led to an even greater number of indebted businesses falling into insolvency.

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Corporate Culture and Financial Reporting Quality

Reynolds Holding

Corporate culture is an important determinant of companies’ behavior and success and, as a result, has drawn much attention, particularly from the business press. While some companies have received praise for their corporate cultures, others such as Wells Fargo, Valeant Pharmaceuticals, Toshiba, and Hertz have been severely criticized for maintaining cultures that have led to some of the most egregious misconduct in recent years, despite each of these companies having formal ethics and complianc

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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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Hybrid working models can leverage talent and skills across industries

Mckinsey and Company

Digital technologies and advanced analytics are here to stay. Cognitive, digital, and self-leadership skills can help hybrid working models thrive in metals and mining and heavy industries.

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How Gold Medal Boards Prioritize Their Time

Harvard Corporate Governance

Posted by Rusty O'Kelley, Rich Fields, and Laura Sanderson, Russell Reynolds Associates, on Saturday, July 9, 2022 Editor's Note: Rusty O’Kelley co-leads the Board and CEO Advisory Partners in the Americas, Rich Fields leads the Board Effectiveness practice, and Laura Sanderson co-leads the Board and CEO Advisory Partners in Europe at Russell Reynolds Associates.

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Desktops Are Being Done WRONG!

Appraisers Blog

Appraisers, back in April, I was notified by someone “close to the action” of appraisal report submittals to the GSE’s, that many Desktops are being submitted back to lenders TOTALLY WRONG by the assigned appraisers! These reports are being captured and evaluated in the current Desktop observation and testing phase of the UCDP evaluations. Lenders use the UCDP as an initial report Quality Control check so that any problems can be identified, and sent back to the appraiser for correction, before

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‘A model of bad faith’: why Twitter is suing Elon Musk

The Guardian M&A

Analysis: Twitter’s fury at Tesla CEO’s attempt to walk away from a $44bn deal is spelled out in its lawsuit Twitter is suing Elon Musk over his decision to terminate an agreed $44bn (£37bn) takeover of the company. An already acrimonious relationship descended into outright hostility on Tuesday when it lodged a lawsuit in the US state of Delaware, the company’s corporate base, accusing Musk of trashing the company and walking away.

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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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What is innovation?

Mckinsey and Company

Innovation—in a business context—is the systematic practice of developing and marketing breakthrough products and services for adoption by customers.

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The Data Story of Ukraine, Russia and Corporate Responses

Harvard Corporate Governance

Posted by Michael White and Ana Rocha, Kekst CNC, on Sunday, July 10, 2022 Editor's Note: Michael White is a Senior Consultant and Ana Rocha is an Associate at Kekst CNC. This post is based on their Kekst CNC memorandum. Related research from the Program on Corporate Governance includes The Illusory Promise of Stakeholder Governance by Lucian A. Bebchuk and Roberto Tallarita (discussed on the Forum here ); For Whom Corporate Leaders Bargain (discussed on the Forum here ) and Stakeholder Capitali

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Judge In Twitter Lawsuit Has Previously Pushed Through M&A Deals: Could Elon Musk Be In Trouble?

Benzinga

Social media platform Twitter Inc (NYSE: TWTR ) and Elon Musk are headed to court over the $44-billion proposed buyout of the social media platform agreed to and then withdrawn from by the world's richest man. Here's why the judge assigned to the case could be bad news for Musk. What Happened: Kathaleen McCormick was named the judge to oversee Twitter’s lawsuit against Musk, which seeks to force the completion of the approved $44-billion buyout of the social media company.

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UK Litigation Roundup: Here's What You Missed In London

Law 360 M&A

This week in London has seen Moroccan airline Royal Air Maroc hoping for a successful landing in a breach of contract claim against Swissport, mapping and surveying company Getmapping taking off in a claim against Oxford Aviation Services, and a Gatwick airport hotel joining three other hotels in checking in to a claim against insurer Liberty Mutual.

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Consumer Harm Was Foreseeable, Now Antitrust Class Action Seeks to Unwind T-Mobile/Sprint Merger

Mogin Rubin M&A

A group of AT&T and Verizon wireless subscribers have filed a proposed class action arguing that the T-Mobile / Sprint merger – despite all of their emphatic assurances to the contrary – is harming consumers and should be unwound. The suit was filed on June 17 in federal court in Chicago against Deutsche Telekom AG, T-Mobile U.S., Inc., and former Sprint Corp. owner SoftBank Group Corp. of Japan.

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Short Selling Activism in Europe—A Strategic Communications Perspective

Harvard Corporate Governance

Posted by Zeno Bach, Alexander Fink, Roland Leithauser, Kekst CNC, on Sunday, July 10, 2022 Editor's Note: Zeno Bach is an Associate, and Alexander Fink and Roland Leithauser are Partners at Kekst CNC. This post is based on their Kekst CNC memorandum. Related research from the Program on Corporate Governance includes 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 Lu

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Ericsson's $6.2B Vonage Buyout Receives US Panel's Clearance

Benzinga

Telefonaktiebolaget LM Ericsson (NASDAQ: ERIC ) received clearance from the Committee on Foreign Investments in the U.S. to complete its acquisition of Vonage Holdings Corp (NASDAQ: VG ). This represents the final requisite approval to complete the deal. The parties now expect the Merger to close by July 21. Ericsson agreed to acquire Vonage Full story available on Benzinga.com.

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Learning and earning: The bold moves that change careers

Mckinsey and Company

McKinsey’s report on human capital highlights the importance of internal mobility in organizations. Here’s how to encourage your employees to try more new things.

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Sun Acquisitions Announces the Sale of Larry’s Cartage Co., Inc. to U.S. Multimodal Group

Sun Acquisitions

Sun Acquisitions is pleased to announce the successful sale of Larry’s Cartage Co., Inc. to U.S. Multimodal Group. Larry’s Cartage is a growing, door-to-ramp and ramp-to-door drayage provider in Chicago and the Midwest. Since 1983, Larry’s has met the growing need for transportation solutions from ocean lines, brokers, importers, and freight forwarders.

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Board Diversity Action Expands to Courtrooms, Regulators, and Investors

Harvard Corporate Governance

Posted by Matthew Fust, on Wednesday, July 13, 2022 Editor's Note: Matthew Fust serves as a board member for several publicly traded and venture-backed biopharmaceutical companies and is a corporate finance and strategy advisor in the life sciences industry. This post is based on an NACD BoardTalk publication. Related research from the Program on Corporate Governance includes Politics and Gender in the Executive Suite (discussed on the Forum here ) by Alma Cohen, Moshe Hazan, and David Weiss; W

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Deutsche Telekom Divests 51% Stake In GD Towers To DigitalBridge & Brookfield

Benzinga

German telecommunications company, Deutsche Telekom AG (OTC: DTEGY ), revealed the sale of a 51% ownership stake in GD Towers , comprising its tower business in Germany and Austria, to a consortium of Canada's Brookfield Infrastructure Partners LP (NYSE: BIP ) and DigitalBridge Group, Full story available on Benzinga.com.

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5 Essential Software Tools to Get Your Business Through Tough Economic Times

Rhythm Systems

With so much uncertainty and many experts warning we are on the cusp of an economic downturn or possible recession, you may be looking to eliminate expenses and shore up your cash. While you can't cut your way to growth, you've got to ensure you are positioning your company well to withstand uncertain times with the capital to survive and thrive. If you're re-evaluating your tech stack, you're not alone.

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The benefits of an automated outbound marketing

Avanade

With the advances in marketing technology, outbound marketing now has the potential to be a personable and relatable approach particularly with complex or customised products, services, and solutions.

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The Proposed SEC Climate Disclosure Rule: A Comment from Scott Hirst

Harvard Corporate Governance

Posted by Scott Hirst (Boston University), on Monday, July 11, 2022 Editor's Note: Scott Hirst is Associate Professor of Law at Boston University. This post is based on his comment letter submitted to the SEC regarding the Proposed SEC Climate Disclosure Rule. Related research from the Program on Corporate Governance includes The Illusory Promise of Stakeholder Governance (discussed on the Forum here ) and Will Corporations Deliver Value to All Stakeholders?

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Ex-M&A Lawyer From Twitter's Law Firm Has Advice For Elon Musk, But Calls Him 'Rich, Weird And Stubborn'

Benzinga

Matt Levine is a Bloomberg Opinion columnist covering the financial markets, and he’s got a word of advice for Tesla Inc’s (NASDAQ: TSLA ) Elon Musk on how to handle the Twitter Inc (NYSE: TWTR ) buyout fallout. It is worth mentioning that Levine is also a former mergers and acquisitions attorney at the law firm Wachtell, Lipton, Rosen & Katz — the same firm Twitter hired to sue Musk.

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Musk, Twitter To Get 1st Delaware Chancery Face-Off Tuesday

Law 360 M&A

Attorneys for Twitter Inc. and tech mogul Elon Musk will face off in a preliminary skirmish Tuesday in Delaware Chancery Court over fast-tracking a suit to force Musk to honor his $44 billion agreement to buy the social media giant, despite his recent, alleged exercise of a right to terminate on July 8.

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Helping Small Business Owners Navigate the Current Inflationary Environment

Biz Equity

Inflation is a serious concern for business owners. Learn more about how (and why) your clients might be affected, and how to help them through our current inflationary environment.

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Weekly Roundup: July 8-14, 2022

Harvard Corporate Governance

Posted by the Harvard Law School Forum on Corporate Governance, on Friday, July 15, 2022 Editor's Note: This roundup contains a collection of the posts published on the Forum during the week of July 8-14, 2022. Combatting Racial Inequity: A Two-Year Retrospective. Posted by Adam Emmerich, David Silk, and Sabastian Niles, Wachtell, Lipton, Rosen & Katz, on Friday, July 8, 2022.

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Analyst Warns That Twitter Stock Is In Danger Of Falling To $11: Here's Why

Benzinga

Twitter Inc (NYSE: TWTR ) shares are falling Monday after Tesla Inc (NASDAQ: TSLA ) CEO Elon Musk on Friday filed to terminate his proposed deal with the social media company. If Musk is able to successfully back out of the Twitter deal, one analyst warns that the stock is at risk of trading down to levels never seen before. "I think that there's reason to be cautious and concerned about what could come," Rosenblatt Securities analyst Barton Crockett said Monday on CNBC's "

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Why Musk May Be Stuck

NYT M&A

Twitter is in a good position to sue under a legal doctrine called specific performance, which allows courts to force a transaction to be completed, even if one of the parties wants out.