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Structure for SPACs: SEC Publishes Final Rules

Harvard Corporate Governance

The SEC issued the nearly 600-page release just prior to the second anniversary of their issuance of the related proposed rules, which we discussed in our prior memo. In that interim period, the volume of SPAC IPOs and de-SPAC transactions have declined meaningfully for a variety of reasons.

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M&A Deal Killers: Business Deal Breaker #1?

Viking Mergers

We’ll begin with #1: Client Concentrations. Deal Killer #1: Client Concentrations One of the most significant issues that could deter any buyer from investing in your business is uneven customer concentrations and disproportionate revenue streams. Propositions of less desirable deal structures such as earn-outs.

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The Class Certification of Exchange-Listed Options in Securities Class-Action Litigation

Reynolds Holding

2022) to describe the issues related to including options in a certified class in the face of substantial opposition from defendants. Beneficial Corporation, [1] securities class actions have often included options traders alongside purchasers and sellers of stock. Yet those that traded in options on the shares can also be harmed.

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

Appraisers Blog

If there were issues with these appraisals, why weren’t they communicated to the appraiser by the lender’s underwriter, or even by Fannie Mae at the time the loan file was accepted? In short, buybacks are not increasing because appraisal quality has now all of a sudden changed.

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SEC Climate Rule-Making Update: Understanding the Obstacles to Finalization

Audit Board

The SEC issued its proposal in March 2022 , self-assigning an October finalization deadline that has come and gone. Obstacle #1: High Volume of Comments to Process. This is an unprecedented volume. The sheer volume of comments isn’t surprising. Impacted commenters were requested to resubmit by November 1.

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Agency Reports Show Surprise Billing IDR Volume Remains High

ThomsonReuters

Partial Report on the Independent Dispute Resolution (IDR) Process October 1 – December 31, 2022 (Apr. The DOL separately issued a status update on IDR activity. The agencies’ report covers the quarter from October 1–December 31, 2022. 3 (“Surprise Medical Billing: Emergency and Non-Emergency Services”) and XII.B.4

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The top 5 AI terms corporate tax professionals need to know

ThomsonReuters

Here are the top five AI terms corporate tax professionals need to know: 1. It could also provide a quick and easy way to map organizational tax issues or multi-jurisdictional regulations by creating interactive graphics. AI is a very broad term that encompasses a wide variety of possibilities, and it has many sub-sets.