January, 2023

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Deal Thesis: A Single Deal? Or the Entire M&A Program?

Midaxo

Intro: The focus on outcomes in M&A and corporate dealmaking highlights the importance of a robust deal thesis, also known as an investment thesis. As the saying goes: to maximize potential, “begin with the end in mind.” So, how does one develop an effective deal thesis? There are two common approaches: a deal-specific approach and one that considers a program of multiple acquisitions.

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Elevate

Banker on FIRE

The real secret to beating the competition - in investing and beyond. The post Elevate appeared first on Banker on FIRE.

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Cross-Border M&A – 2023 Checklist for Successful Acquisitions in the U.S.

The Harvard Law School Forum

Posted by Adam O. Emmerich and Robin Panovka, Wachtell, Lipton, Rosen & Katz, on Saturday, January 7, 2023 Editor's Note: Adam O. Emmerich and Robin Panovka are Partners at Wachtell, Lipton, Rosen & Katz. This post is based on a Wachtell Lipton memorandum by Mr. Emmerich, Mr. Panovka, Jodi J. Schwartz , David A. Katz , Ilene Knable Gotts , Andrew J.

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Prioritizing open source vulnerabilities in software due diligence

Synopsys: M&A

Black Duck Security Advisories provide actionable advice and details about open source vulnerabilities to help you improve your remediation activities.

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15 Modern Use Cases for Enterprise Business Intelligence

Large enterprises face unique challenges in optimizing their Business Intelligence (BI) output due to the sheer scale and complexity of their operations. Unlike smaller organizations, where basic BI features and simple dashboards might suffice, enterprises must manage vast amounts of data from diverse sources. What are the top modern BI use cases for enterprise businesses to help you get a leg up on the competition?

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Why Thinking Like a Buyer is Critical When Selling Your Software Company

Software Equity Group

Many software entrepreneurs question the value of hiring an M&A advisor. As ambitious and challenge-oriented people, they feel capable of running a process themselves. They may think pitching their business to potential customers on a regular basis gives them the experience needed to win over buyers in an M&A process. However, this is typically not the case, as selling an entire software company is vastly different than selling a product or service to customers.

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Preparing for Due Diligence in a Business Sale

IBG

For many sellers, withstanding the challenges of the due diligence phase depends on keeping their emotions in check and anticipating the buyer’s requests for information. If you have been through a business purchase or sale, you have likely experienced the unique tension and strife common to that phase of the deal known as “due diligence.” For first-time sellers who have just received a signed letter of intent, due diligence may seem like an interminable period during which the buyer mutates fro

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8 Ways Deal-Driven Teams Benefit From a Relationship Intelligence Platform

4Degrees

For deal-driven teams (venture capital, private equity, financial services, real estate, etc.), it’s all about who you know. And keeping track of your network is crucial for success. Unfortunately, traditional relationship management systems have not been designed with dealmakers in mind.

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Education, Learning and Training Technology (EdTech) M&A Update Q4 2022 and 2023 Outlook

Solganick & Co.

January 30, 2023 – Solganick & Co. has issued its latest M&A Update report for the Education, Learning and Training Technology (EdTech) sector, summarizing Q4 2022 and 2023 outlook. Mergers and acquisitions in the EdTech industry have been on the rise since 2020 yet cooled off in 2022. A few notable mergers and acquisitions include BrightChamps acquiring Education10x, CollegeDekho acquiring Getmyuni and IELTSMaterial, and GoStudent acquiring UK-based Seneca Learning and Spanish.

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Software risks and technical debt: The role of process in determining good software

Synopsys: M&A

Understanding how software is developed and the areas impacted by technical debt can help lawyers and investors assess software risks during an M&A.

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Top 3 Banking Secrets to Stay Relevant with Gen Z Consumers

Speaker: Brian Muse-McKenney, Chief Revenue Officer & Matt Simester, Cards and Payments Expert

In today’s world of social media, dating apps, and remote work, businesses risk becoming irrelevant (or getting "ghosted") if they fail to meet the evolving needs of Gen Z consumers. Credit cards with flexible payment options, especially for young adults with little-to-no credit history, are a particularly important and valuable solution for this generation.

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John Sinkus

M&A Leadership Council

John Sinkus Senior Advisor, M&A Leadership Council John S. Sinkus leverages his more than 30 years of business systems integration, enterprise architecture, business analytics, business and project thought leadership and CIO experience to successfully advise clients regarding their M&A business and technology strategies, designs and transactional integrations.

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New Hart-Scott-Rodino Act Thresholds and Filing Fees Announced

Cooley M&A

The Hart-Scott-Rodino (HSR) Act thresholds, which govern when acquisitions must be reported to the Department of Justice and Federal Trade Commission, will increase slightly more than 10% in February 2023. The minimum “size-of-transaction” threshold will increase from $101 million to $111.4 million. The increases, which are based on changes in the US gross national product, will go into effect on February 27, 2023.

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Stuart Knott Joins CCA as Managing Director

Chesapeake Corporate Advisors

Baltimore, MD, JANUARY 26, 2023 —Chesapeake Corporate Advisors (CCA) is pleased to announce that Stuart Knott has joined the firm as a Managing Director. Knott brings a unique and creative perspective based on 20 years of experience in the middle market as both an investment banker and a private equity investor. Knott has advised both buyers and sellers through the closing of highly successful transactions that achieve optimal outcomes for his clients.

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Intrepid Expands Capital Advisory Group with Special Situations Veterans Lorie Beers and Kenneth Garnett

Intrepid Banker Insights

Intrepid Investment Bankers Intrepid Expands Capital Advisory Group with Special Situations Veterans Lorie Beers and Kenneth Garnett Intrepid Investment Bankers today announced the expansion of the firm’s Capital Advisory Group and the establishment of its Special Situations practice. Lorie Beers, who joins as Managing Director and Head of Special Situations, will be accompanied by Managing Director Kenneth Garnett.

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Predictions You Can Rely On: How Data Drives Successful Financial Forecasting

Speaker: Robbie Bhathal, Founder & CEO, and Matthew Acalin, Head of Credit Intelligence

In today's volatile financial environment, how confident are you in your company’s financial forecasting? To get the most accurate cash predictions that will lead to long-term financial survival, real-time data is critical. Innovative cash management strategies can lead to better credit opportunities, more sustainable growth, and long-term financial prosperity.

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A Year in Review – 2022

SDR Ventures

As we kick off 2023, we want to share an overview of our clients’ success and SDR’s impact in 2022. Our latest Year in Review Report includes firm highlights including trending deal sectors and firm milestones. To view the report in a new window, click here. The post A Year in Review – 2022 appeared first on SDR Ventures.

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What is M&A

GillAgency

Mergers and acquisitions (M&A) are common in the business world and involve the combination of two companies or the acquisition of one company by another. These transactions can provide numerous benefits. Including access to new markets and technologies, economies of scale, and the opportunity to diversify operations and reduce costs. However, the process of M&A is complex and involves several steps, including due diligence, negotiations, and integration.

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Achieving Your M&A Business Case Results -- Despite Today's Headwinds

M&A Leadership Council

You’re invited to be part of a brand new in-person, experiential course offered by the M&A Leadership Council: The Art of M&A® for Integration Leaders: Collaborative Forum. This is a hands-on working session for senior-level corporate development, M&A, and integration leaders intended to help corporate acquirers make an immediate and sustained improvement on integration results with every deal.

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2022 Fourth Quarter Review & Commentary

FineMark

“Stability leads to instability. The more stable things become and the longer things are stable, the more unstable they will be when the crisis hits.” Hyman Minsky, American Economist (1919-1996) Hyman Minsky proposed theories linking market fragility and the normal economic cycle with speculative bubbles innate to financial markets. He theorized that prolonged periods of stability breed complacency and lead to unpredictable behavior, which can worsen the eventual bust cycle.

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Enhance Customer Value: Unleash Your Data’s Potential

The complexity of financial data, the need for real-time insight, and the demand for user-friendly visualizations can seem daunting when it comes to analytics - but there is an easier way. With Logi Symphony, we aim to turn these challenges into opportunities. Our platform empowers you to seamlessly integrate advanced data analytics, generative AI, data visualization, and pixel-perfect reporting into your applications, transforming raw data into actionable insights.

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Top Tools Investment Bankers Need in 2023

4Degrees

It’s 2023, and the bonanza of M&A deals and IPOs we experienced during the pandemic has dried out. 2022 was a dismal year for IPOs, with a meager 181 US IPOs compared to 1035 in 2021 and 480 the year before.

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Intrepid Spotlight: Specialty Protein

Intrepid Banker Insights

Intrepid Investment Bankers Intrepid Spotlight: Specialty Protein Understanding the macro trends and key drivers of success within the specialty protein industry is critical for protein business owners seeking to grow, further differentiate themselves in the market and plan for the future. Mike Seccuro, head of Intrepid’s Food, Beverage and Agriculture practice , shares his takeaways on navigating the ever-changing landscape of specialty protein and offers a glimpse into some of the practice’s r

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Interim Guidance on Stock Buyback Excise Tax Confirms Broad Application to M&A and Capital Market Transactions

Cooley M&A

The Inflation Reduction Act imposes a 1% excise tax on certain repurchases of stock of publicly traded US corporations (“Covered Corporations”) effected after December 31, 2022 (the “Excise Tax”). [1] On December 27, 2022, the Department of the Treasury (“Treasury”) and the IRS issued Notice 2023-2 (the “Notice”), providing interim guidance on the Excise Tax.

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Delaware Court Of Chancery Grants Plaintiff Attorneys' Fees Award Under Corporate Benefit Doctrine For Demand To SPAC Board Leading To Adjusted Voting Structure In Connection With Merger

Shearman & Sterling

On December 27, 2022, Vice Chancellor Morgan T. Zurn of the Delaware Court of Chancery substantially granted plaintiff's motion for summary judgment in an action seeking attorneys' fees. Garfield v. Boxed, Inc., No. 2022-0132-MTZ (Del. Ch. Dec. 27, 2022). Plaintiff, a stockholder of defendant Seven Oaks Acquisition Corp., a special purpose acquisition company (the "SPAC"), made a demand on the board challenging the structure of stockholder votes on proposed charter amendments r

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Deliver Mission Critical Insights in Real Time with Data & Analytics

In the fast-moving manufacturing sector, delivering mission-critical data insights to empower your end users or customers can be a challenge. Traditional BI tools can be cumbersome and difficult to integrate - but it doesn't have to be this way. Logi Symphony offers a powerful and user-friendly solution, allowing you to seamlessly embed self-service analytics, generative AI, data visualization, and pixel-perfect reporting directly into your applications.

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Alicia Ruckman

M&A Leadership Council

Alicia Ruckman Transaction Advisory Services Director, BDO Alicia has over twelve years of experience working with the Transaction Advisory and Assurance practices at BDO. Alicia focuses on providing buy-side and sell-side financial due diligence to public and private strategic investors and private equity clients.

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Looking to Sell a Healthcare Business?

Sun Acquisitions

If you’re planning on selling your healthcare business, you may be wondering who to sell it to and how you will accomplish this feat. It can be a daunting undertaking. However, we’ve simplified the process. This post examines five top ways to sell a healthcare business. You’ll want to read to the end for our bonus considerations! 1. Hire a Business Broker.

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End of Year Update 2022

Chesapeake Corporate Advisors

2022 was a strong year for CCA, following a record-breaking 2021. We successfully advised five clients on liquidity events last year, and despite headwinds and whispers of recession, look forward to an equally successful year in 2023. In the video below, CCA Managing Partner, Charlie Maskell, Director, Tim Brasel, and Managing Director, Mike Zuidema break down the CCA team, investment banking, and corporate advisory highlights from 2022.

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2022 The Year in Review

TM Capital

TM Capital’s 2022 was another fantastic year in our history. The following is a recap of the year just completed. 2022 Year In Review The post 2022 The Year in Review appeared first on TM Capital. Success. Realized.

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Using Data & Analytics for Improving Healthcare Innovation and Outcomes

In the rapidly evolving healthcare industry, delivering data insights to end users or customers can be a significant challenge for product managers, product owners, and application team developers. The complexity of healthcare data, the need for real-time analytics, and the demand for user-friendly interfaces can often seem overwhelming. But with Logi Symphony, these challenges become opportunities.

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How Your Management Team Can Affect the Sale of Your Software Company

Software Equity Group

Who you hire has a big impact on your company. When you get key hires right, it can take your company to new heights. That’s why, when someone is interested in buying your company, it is paramount for them to understand the strengths of the team, as they are ultimately investing in the people. So how do prospective buyers evaluate your people when they’re evaluating your company throughout the mergers and acquisitions (M&A) process?

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Delaware Court Of Chancery Assesses The Application Of Timeliness Principles To Caremark Red Flags Claim And Applies "Separate Accrual Approach" But Subsequently Dismisses Complaint For Failure To Plead Demand Futility

Shearman & Sterling

On December 15, 2022, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery denied a motion to dismiss claims as untimely in a derivative action brought by stockholders against the officers and directors of AmerisourceBergen Corporation (the "Company"). Lebanon County Employees' Retirement Fund v. Collis, C.A. No. 2021-1118-JTL (Del.

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The Bottom Line: Are You Focused on the Wrong Numbers?

Trout CPA: M&A

Written by Andrew Rice, CPA, CVA , Managing Director of Trout CPA’s Transaction Advisory Services. Over the years, I have sat in many management and year-end board meetings to discuss the performance and overall health of the company. My observation is that the controllers and CFOs in the room spend far too much time discussing the bottom line (net income).