Harvard Corporate Governance

MAY 15, 2022

Significant volatility continues to disrupt the equity markets, with the major stock indexes swinging multiple percentage points often on a daily basis. This additional regulatory delay means that transactions, and in particular deals involving stock consideration, are increasingly vulnerable to market risk over a longer time horizon.

Marketability 247

Marketability Market Risk Equity 247

Harvard Corporate Governance

MARCH 23, 2022

Although the market for these monetization transactions already is in the tens of billions of dollars and rapidly growing, there is virtually no regulation. The difference with NFT and tokenization transactions (collectively, “non-cash-flow monetizations”) is that the underlying assets do not themselves generate cash. more…).

Finance 214

Finance Marketability Technology 214

Harvard Corporate Governance

APRIL 20, 2023

For example, a controlling stockholder attempting a minority freezeout faces punishing scrutiny aimed at ensuring fair terms for the minority stockholders, while majority creditor groups today can, and increasingly do, receive judicial blessing for transactions that simply extract wealth from other creditors (an outcome colorfully referred to by practitioners (..)

Debt Financing 258

Debt Financing Equity Finance Marketability 258

Law 360 M&A

MARCH 29, 2024

Paul Weiss-led Apollo Global Management said Friday it has agreed to buy a majority stake in Panasonic Automotive Systems Corp. in a transaction with a total enterprise value of 311 billion yen ($2.06 from Japan's Panasonic Holdings Corp., billion).

Enterprise Value 52

Enterprise Value 52

Benzinga

JULY 19, 2023

billion if the transaction is terminated after August 29, 2023, and to $4.5 billion if the transaction is terminated after September 15, 2023. Also Read: Warren Buffett's Berkshire's Missed Gains: Buffett Sells Majority. billion to $3.5 Full story available on Benzinga.com

Dividends 98

Dividends 98

Benzinga

APRIL 2, 2024

in an all-stock transaction. Notably, Kidpik is controlled by Mr. Ezra Dabah, the Chief Executive Officer, Chairman, and majority shareholder (67% beneficial owner) of Kidpik, who is also the Chief Executive Officer of.

Equity 64

Equity 64

Benchmark Report

FEBRUARY 2, 2024

For buyers, the financial due diligence (FDD) exercise is a major fact-finding exercise that will, hopefully, reinforce the assumptions that have underpinned their offer. Essentially, FDD allows both parties to complete a transaction with their eyes open.

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Harvard Corporate Governance

APRIL 24, 2022

If adopted, the proposal would represent the most expansive regulatory consequences to SPAC business combination transactions since their creation in the early 1990s, and will likely chill SPAC activity. We tend to agree with the dissent that if the rules are adopted as proposed, SPAC activity will be significantly reduced.

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Harvard Corporate Governance

NOVEMBER 25, 2022

controlled the Company (a Delaware LLC) by virtue of its majority equity ownership, board designees, and contractual rights. Hudson objected to the transaction. Chicago Pacific and the Company then restructured it to exclude MyCare (but allegedly contemplated including MyCare later in a follow-on transaction).

Private Equity Firm 235

Private Equity Firm Equity Start-ups 235

Benzinga

MARCH 21, 2024

Clarivate Plc (NYSE: CLVT ) has entered into an agreement to acquire the majority of assets of MotionHall , a Silicon Valley technology start-up. The financial terms of the transaction were not revealed. MotionHall serves life sciences with vertical artificial intelligence (AI) solutions.

Start-ups 52

Start-ups Technology Equity 52

Harvard Corporate Governance

JULY 16, 2023

The majority of activist share repurchase demands are successful. The new regulations are intended to increase transparency of buyback processes and executive stock transactions during such programs. trillion in 2022”. [1]

Dividends 244

Dividends Equity Marketability 244

Benchmark Report

FEBRUARY 21, 2024

The transaction, completed in February 2024, sees a group of private investors from the UK and Germany acquiring a minority stake in the company, while former owners and managing directors Uli Veith and Bernd Wilting will stay on board, not only as majority shareholders, but also as managing directors.

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Benchmark Report

FEBRUARY 1, 2024

The transaction, completed in January 2024, sees private investor Andreas Leitze acquiring a significant majority stake in the company, while former owner Robert Pauli retains a minority interest, together with managing director Uwe Langner.

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Machen McChesney

OCTOBER 17, 2023

From time to time, owners of closely held businesses might need to advance their companies' money to bridge a temporary downturn or provide funds for an expansion or another major purchase. Depending on the facts and circumstances of the transaction, an advance may be reported as debt or additional paid-in capital.

Equity 79

Equity 79

Law 360 M&A

FEBRUARY 27, 2024

Greenberg Traurig LLP attorneys helped the Metropolitan Transportation Authority complete the development of a major train terminal in New York City and advised a $2 billion transaction in which a Japanese real estate firm bought a 50% stake in a Manhattan office tower, landing the firm a spot among Law360's 2023 Real Estate Groups of the Year.

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Reynolds Holding

APRIL 11, 2024

Since that ruling, there has been debate about whether the MFW Framework applies to all transactions—not just freeze-outs—where a controlling stockholder stands on both sides and receives a non-ratable benefit. (“IAC”). M & F Worldwide Corp. , This post comes to us from Sullivan & Cromwell LLP.

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NYT M&A

MAY 9, 2022

The transactions can help major oil and gas companies clean up their own production by transferring polluting assets to a different firm, the analysis said.

Mergers & Acquisitions 98

Mergers & Acquisitions 98

Benzinga

MARCH 28, 2024

Following the transaction, Schlumberger will own 80% of the combined business, and ACC will own 20%. million) to acquire a majority stake at ACC. (NYSE: SLB ) said it has entered into a deal with Aker Carbon Capture (ACC) to merge its carbon capture division, aiming to advance large-scale industrial decarbonization. billion ($380.86

Equity 59

Equity Marketability 59

Benzinga

MARCH 26, 2024

Check-Cap Ltd (NASDAQ: CHEK ) shares are trading higher after Nobul AI Corp , on Monday, agreed to acquire Check-Cap, under which the shareholders of Nobul will become the majority holders of the combined company. In connection with the transaction, the combined company will apply for listing on the NASDAQ and TSX.

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Benzinga

FEBRUARY 13, 2024

TD Cowen acted as the exclusive financial advisor to PolySign in the transaction. a Major Payment Institution License from the Monetary Authority of Singapore, and a Virtual Asset Service. The completion of the acquisition is contingent upon receiving regulatory approval and satisfying standard closing conditions.

Marketability 59

Marketability 59

Harvard Corporate Governance

NOVEMBER 11, 2023

This information is intended to supplement the current short sale transaction information provided by major U.S. The SEC will then take the details provided in Form SHO and publish aggregate information on large short positions related to individual equity securities and net activity during the applicable month.

Equity 150

Equity Marketability 150

Harvard Corporate Governance

MAY 16, 2022

AT&T paid to the Partnership, and then caused the Partnership to distribute to the minority partners their respective pro rata shares of, the Partnership’s value as had been determined by a major national valuation firm that AT&T had retained (the “Valuation Firm”).

Appraisal 203

Appraisal 203

Farrel Fritz

FEBRUARY 12, 2024

Litigants often agree that a majority shareholder or director owes fiduciary duties to the company, then sharply disagree on what those duties are and how their conduct should be adjudged. 24, 2024] , offers a first-of-its-kind roadmap for assessing the fiduciary duties owed by a majority shareholder. Stockholder Litig.

Marketability 59

Marketability 59

Harvard Corporate Governance

OCTOBER 4, 2022

While the lure of the business judgment rule is unquestionably appealing to many controlling stockholders, others remain unwilling to face the execution risks that can arise from a non-waivable majority-of-the-minority condition or to limit their flexibility at the outset of negotiations for an undefined period of time.

Compliance 203

Compliance 203

Harvard Corporate Governance

FEBRUARY 8, 2023

Transactions involving U.S. The year ended with total deal volume of $3.6 trillion globally, down from $5.7 trillion in 2021 but in line with the $3.5 The year ended with total deal volume of $3.6 trillion globally, down from $5.7 trillion in 2021 but in line with the $3.5 M&A totaling over $1.5

Finance 173

Finance Marketability 173

Accountancy Today

MARCH 1, 2023

FRP Corporate Finance has advised on the pre-pack sale of Truphone Limited, a global mobile communications company, to TP Global Operations Limited, in a transaction that saves around 450 jobs. Following the sale Truphone’s new owners will focus on expanding the business’ compliance solutions as well as its eSIM technology.

Corporate Finance 80

Corporate Finance Finance Compliance Technology 80

Farrel Fritz

FEBRUARY 26, 2024

One of the more common reasons for dissension is a co-owner’s self-interested transaction with the company. By the mid-19th century, courts across the land treated such transactions as voidable without regard to their intrinsic fairness and freedom from fraud or other iniquity. v Utica Gas & Electric Co.,

Compliance 59

Compliance 59

Cooley M&A

APRIL 17, 2024

Derivative Litigation , the Delaware Supreme Court answered some important questions about the standard of review applicable to conflicted transactions under Delaware law. In In re Match Group, Inc. The first question relates to the application of the model used in Kahn v. M & F Worldwide Corp.,

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Viking Mergers

JUNE 8, 2022

In transactions where the Buyer utilizes an SBA 7a loan, the Seller can sign a consulting agreement of up to 12 months from the closing. There are certainly many other details involved in a transaction, but we wanted to highlight the major parts in this series. Consulting Agreement.

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Harvard Corporate Governance

FEBRUARY 21, 2024

As a remedy, the Court ordered the complete rescission of the Grant, which had been approved by a majority vote of disinterested stockholders. [2] 5] The Board conditioned the Grant on approval by a majority vote of disinterested stockholders. The Court found that the defendants—Musk, Tesla, Inc.

Equity 229

Equity EBITDA Market Capitalization Marketability 229

Business Wire M&A

MAY 31, 2023

LOUIS--(BUSINESS WIRE)--Blackstone (NYSE: BX) and Emerson (NYSE: EMR) today announced that private equity funds managed by Blackstone (“Blackstone”) have completed the previously announced acquisition of a majority stake in Emerson’s Climate Technologies business in a transaction valuing the business at $14.0

Technology 98

Technology Equity 98

Benzinga

SEPTEMBER 7, 2023

OTC: NSRGY ) inked a deal with Advent International to buy a majority interest in Grupo CRM , the Brazilian premium chocolate company, for an undisclosed amount. A couple of publications predicted transaction value to be about R$3 billion ($602.78 Nestle S.A. million) or R$4.5 billion ($904.18 million), as per Reuters.

Equity 59

Equity Marketability 59

Benzinga

JUNE 14, 2022

Billionaire Li Shufu controlled satellite-to-automobile group Geely Automobile Holdings Ltd (OTC: GELYY ), purchased a majority stake in Chinese smartphone maker Meizu Technology Co, the Caixin Global reports. The financial terms of the transaction remain undisclosed. Adding a.

Technology 98

Technology 98

Harvard Corporate Governance

AUGUST 24, 2022

This post is based on a Simpson Thacher memorandum by Mr. Robbins, Ms. Rozow, Mr. Gerstein, and Jeanne Annarumma. On July 27, 2022, the U.S. Internal Revenue Code of 1986, as amended.

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214

Auto Dealer Valuation Insights

NOVEMBER 3, 2023

This past week, Mercer Capital was a part of D CEO’s 2023 Energy Awards—a fantastic event that celebrates the energy industry, transactions, and individuals that impact the Dallas Fort Worth Metroplex. Major players such as Energy Transfer Partners, Exxon, and Denbury were honored or noted.

Equity 52

Equity 52

Harvard Corporate Governance

APRIL 6, 2022

This information is intended to supplement the current short sale transaction information provided by major U.S. The SEC would then take the details provided in Form SHO and publish aggregate information on large short positions related to individual equity securities and net activity during the applicable month.

Equity 228

Equity Marketability 228

Benzinga

JANUARY 16, 2024

The consideration payable to Shell as part of the transaction is $1.3 billion, primarily relating to prior receivables and cash balances in the business, with the majority expected to be paid. Renaissance comprises four exploration and production companies based in Nigeria and an international energy group.

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