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Publicly-Traded Companies EBITDA

Latham & Watkins LLP

Lexology In-Depth - Acquisition And Leveraged Finance

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It was a muted start to the year for the acquisition and leveraged finance market due to a challenging macroeconomic climate. Interest rate hikes at one of the fastest paces on record, surging inflation (particularly in...more

BCLP

Review of Recent SEC Staff Comments on Pay Versus Performance Table

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As companies prepare for next proxy season, they should review SEC staff guidance on the pay vs. performance table. In addition to recent staff interpretations, as discussed in our October 2, 2023 post and February 22, 2023...more

Goodwin

Debt Download - May 2023

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Welcome to Debt Download, Goodwin’s monthly newsletter covering what you need to know in the leveraged finance market. We hope you are enjoying the Spring weather! Note: Some of the links in this newsletter may redirect...more

Goodwin

Key Compensation Considerations for Public Companies in a Market Downturn

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As a result of recent market trends, US public companies and their compensation committees face challenging decisions as they seek to maximize shareholder value while retaining and competitively incentivizing key employees....more

White & Case LLP

US M&A settles back down

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Explore the data The headline for the first half of 2022 is that US M&A markets are still remarkably healthy, despite a confluence of headwinds. Without question, 2021 was an exceptional year, fueled by pent-up demand,...more

Bass, Berry & Sims PLC

SEC Staff Pushes Back on Adjusting for Normal Recurring “Public Company Expenses”

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Along with equal prominence, probably one of the most often non-GAAP comments we see issued by the U.S. Securities and Exchange Commission (SEC) Staff involves its objection to adjustments that it believes substitute...more

Bass, Berry & Sims PLC

Adjusting for Litigation Expenses in a Non-GAAP Financial Measure

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It should come as no surprise to readers of our blog that public companies often expend significant resources each year on managing litigation matters. As a result, perhaps it is natural that some companies might want to...more

Opportune LLP

E&P Trends: Upstream Oil & Gas Scale Premium Persists

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Are publicly traded upstream oil and gas companies’ trading multiples reflecting a size premium?...more

Bass, Berry & Sims PLC

Adjusting for COVID-19 in Non-GAAP Financial Measures: A Survey of 2020 Fourth Quarter Disclosure Practices

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Following up on our prior blog post regarding 2020 first quarter COVID-19 adjustments in connection with the presentation of non-GAAP financial measures, we surveyed 102 S&P 500 companies who presented Adjusted EBITDA in...more

Sheppard Mullin Richter & Hampton LLP

Fifth Circuit Affirms Dismissal Section 14(a) Complaint For Failure to Plead Facts Demonstrating Alleged Omissions from Proxy...

In Heinze v. Tesco Corp., No. 19-20298, 2020 WL 4814094 (5th Cir. Aug. 19, 2020), the United States Court of Appeals for the Fifth Circuit affirmed the dismissal of a putative class action suit under Section 14(a) of the...more

BCLP

Q2 Reporting Trends: Few Jump on EBITDAC Bandwagon

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Based on Q2 reporting to date, few companies opted to present non-GAAP financial measures using the new metric term “EBITDAC” (earnings before interest, tax, depreciation, amortization – and COVID-19). That is not surprising,...more

Mayer Brown Free Writings + Perspectives

EBITDA Adjustments for Lost Revenues Resulting from COVID-19

As many parts of the United States begin to focus on recovering from the profound impact caused by the COVID-19 outbreak, businesses are looking to minimize the pandemic’s toll on their financial performance....more

Skadden, Arps, Slate, Meagher & Flom LLP

Skadden's 2020 Insights

Despite political and economic uncertainties, markets and deal activity were resilient in 2019, and strong fundamentals remain in place heading into 2020. Companies continue to face a challenging litigation and enforcement...more

Foley & Lardner LLP

Ten Considerations for Performance-Based Compensation

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With the dawn of the new year, many companies are taking the initial steps that they hope will allow them to meet their financial and strategic goals in 2020 and beyond. Often, one core element of this process is designing a...more

Skadden, Arps, Slate, Meagher & Flom LLP

Guide for Annual Reporting on Fiscal Year 2019 for Companies Listed on the Hong Kong Stock Exchange

This update provides an overview of recent developments that will affect preparation of annual results and annual reports for companies listed on The Stock Exchange of Hong Kong Limited (HKEX). In particular, it covers...more

Bass, Berry & Sims PLC

Navigating the Maze: Which SEC Rules Apply to Your Non-GAAP Financial Measure Disclosures

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The recent SEC enforcement action against ADT Inc. for its failure to comply with the SEC’s equal prominence requirements applicable to non-GAAP financial measures, as outlined in our recent blog post, is a clear reminder...more

Bass, Berry & Sims PLC

SEC Enforcement Activity – A Reminder Regarding the “Equal or Greater Prominence” Presentation Requirement of Item 10(e)

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At the end of last year, in an enforcement action brought by the Division of Enforcement of the Securities and Exchange Commission (SEC) against ADT Inc. (ADT), reporting companies were reminded that the SEC continues to...more

White & Case LLP

Western European private equity dealmaking rebounds in Q2 - Ample firepower and increasingly attractive public market valuations...

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After the extension of the March 29 Brexit deadline to October, Western Europe's private equity market staged a frenzied comeback in Q2. Deal volume fell from 510 to 399 deals at the same time that value surged by 88%...more

BCLP

Securities and Corporate Governance Update – March 2019

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SEC Penalizes Company for Non-Compliance with Equal or Greater Prominence Requirement in Earnings Releases - In late December, the SEC settled its first “equal or greater prominence” enforcement action under its non-GAAP...more

Hogan Lovells

SEC brings enforcement action for violation of "equal or greater prominence" requirement in presentation of non-GAAP financial...

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The SEC’s Division of Enforcement recently instituted cease-and-desist proceedings against a company for violating Section 13(a) of the Exchange Act and Rule 13a-11 by including non-GAAP financial measures in two of its...more

Bracewell LLP

SEC Penalizes Issuer for Presenting Non-GAAP Financial Measures Without Giving Equal Prominence to GAAP Measures

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In a cease-and-desist order dated December 26, 2018, the Securities and Exchange Commission enforced rules regarding the disclosure of non-GAAP financial measures, resulting in a $100,000 penalty to the violating issuer. With...more

Mayer Brown Free Writings + Perspectives

SEC Is Serious About “Equal Prominence” Rule in Presentation of Non-GAAP Financial Measures in Earnings Releases

The US Securities and Exchange Commission (SEC) recently gave a strong reminder of the importance of providing equal or greater prominence to the most directly comparable financial measures calculated and presented in...more

Stinson - Corporate & Securities Law Blog

SEC Initiates Enforcement Action for Failure to Present GAAP with Equal or Greater Prominence

The SEC brought a settled enforcement action against ADT Inc. because it did not afford equal or greater prominence to comparable GAAP financial measures in two of its earnings releases containing non-GAAP financial...more

Opportune LLP

2018 SEC Comment Letter Trends & Disclosure Best Practices

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As we wind down the third quarter of 2018 and turn our attention toward year-end disclosures, it is helpful to review U.S Securities and Exchange Commission (SEC) comment letter trends to improve financial statement...more

Proskauer Rose LLP

Tax Round Up - April 2017

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Welcome to the Tax Round Up, the first edition of what will be a regular bulletin highlighting the latest tax developments relevant to UK companies and asset managers. We plan to produce this monthly with the next one in...more

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