Going Private

Whether your transaction is completed by LBO, merger, sale or reverse stock split, Going Private provides the practical and thorough analysis you need to help it survive scrutiny under governing legal standards. Going Private offers pointers on structuring the transaction, preparing the proxy statement and Schedule 13E-3, and defining the roles of the board of directors and committees, independent directors, attorneys, and financial advisors. In addition, it analyzes the entire fairness rule and shifting the burden of proof, state anti-takeover legislation, leveraged buyouts, fairness opinions, squeeze-outs, restructurings, going dark, and the applicability of the business judgment rule to hostile bids for control. The book also provides charts of the principal terms of recent merger and acquisition transactions, and discusses the impact of recent court decisions relating to material adverse change clauses and acquisitions. Book Ⱦ looseleaf, one volume, 1106 pages; published in 1982, updated as needed; no additional charge for updates during your subscription. Looseleaf print subscribers receive supplements. The online edition is updated automatically. ISBN: 978-1-58852-015-9.

In the last decade many countries turned to private sources to provide services formerly offered by public agencies. Europeans, particularly the British and the French, were leaders in this movement. Developing countries also experimented extensively with privatization in the 1980s, with varying degrees of success. Because governments around the world are heavily involved in transportation, it is a natural focus of privatization experiments and in many ways has been at the cutting edge. Going Private examines the diverse privatization experiences of transportation services and facilities. Cases are drawn from the United States, Asia, Europe, and Latin America. Since almost every country has experimented to some degree with highway and bus privatization, the authors focus particularly on these services, although they also discuss urban rail transit and airports. Highways and buses, they explain, encompass all three of the most common and basic forms of privatization: the sale of an existing state-owned enterprise; use of private, rather than public, financing and management for new infrastructure development; and contracting out to private vendors public services previously provided by government employees. After thoroughly examining these services and discussing the motives for, and objections to, privatization, the authors look at the prospects for privatization in other sectors and industries. They assess those circumstances in which privatization is most likely to succeed and those in which it is most likely to fail, for political as well as economic reasons. The authors conclude that privatization involves many political and social as well as economic dimensions. Privatization is usually not simply a matter of efficiency improvements or capital augmentation but also involves such deeply imbedded societal concerns as equity, income transfers, environmental problems, and attitudes toward taxation and the role of government.

Abby and Luke chat online. They've never met. But they are going to. Soon. Abby is starting high school--it should be exciting, so why doesn't she care? Everyone tells her to "make an effort," but why can't she just be herself? Abby quickly feels like she's losing a grip on her once-happy life. The only thing she cares about anymore is talking to Luke, a guy she met online, who understands. It feels dangerous and yet good to chat with Luke--he is her secret, and she's his. Then Luke asks her to meet him, and she does. But Luke isn't who he says he is. When Abby goes missing, everyone is left to put together the pieces. If they don't, they'll never see Abby again.

Adults don't talk about the business of doing our business. We work on one assumption: the world of public bathrooms is problem- and politics-free. No Place To Go: Answering the Call of Nature in the Urban Jungle reveals the opposite is true. No Place To Go is a toilet tour from London to San Francisco to Toronto and beyond. From pay potties to deserted alleyways, No Place To Go is a marriage of urbanism, social narrative, and pop culture that shows the ways — momentous and mockable — public bathrooms just don't work. Like, for the homeless, who, faced with no place to go sometimes literally take to the streets. (Ever heard of a municipal poop map?) For people with invisible disabilities, such as Crohn’s disease, who stay home rather than risk soiling themselves on public transit routes. For girls who quit sports teams because they don’t want to run to the edge of the pitch to pee. Celebrities like Lady Gaga and Bruce Springsteen have protested bathroom bills that will stomp on the rights of transpeople. And where was Hillary Clinton after she arrived back to the stage late after the first commercial break of the live-televised Democratic leadership debate in December 2015? Stuck in a queue for the women’s bathroom. Peel back the layers on public bathrooms and it’s clear many more people want for good access than have it. Public bathroom access is about cities, society, design, movement, and equity. The real question is: Why are public toilets so crappy?

Private Peaceful relives the life of Private Tommo Peaceful, a young First World War soldier awaiting the firing squad at dawn. During the night he looks back at his short but joyful past growing up in rural Devon: his exciting first days at school; the accident in the forest that killed his father; his adventures with Molly, the love of his life; and the battles and injustices of war that brought him to the front line. Winner of the Blue Peter Book of the Year, Private Peaceful is by the third Children's Laureate, Michael Morpurgo, award-winning author of War Horse. His inspiration came from a visit to Ypres where he was shocked to discover how many young soldiers were court-martialled and shot for cowardice during the First World War. This edition also includes introductory essays by Michael Morpurgo, Associate Director of Private Peaceful production Mark Leipacher, as well as an essay from Simon Reade, adaptor & director of this stage adaptation of Private Peaceful.

In an organized and organic way, this book covers all the possible theoretical and empirical facets of delisting, adding to the well-developed literature on IPOs. IPO and delisting are strictly related; the reasons for delisting may be found in the loss of the incentives that drove the firm to the public market in the past. However, the book presents unique motivations not directly related to the IPO decision. This book covers what the existing literature has not in focusing on specific aspects such as market liquidity and microstructure, listing costs, market for corporate control, corporate governance issues and so on. Of interest to academics and students, this contribution puts all pieces in order and finds a thread that can link each theory to the others.

Sasspants, Hamisher, and company have never had it so good. Now that Mr. Venezi's Pets and Stuff doesn't actually sell pets, everybody has time to explore other interests. There's scuba diving in the fish tank with the Steves, theatrical performances with the mice, and walrus toothbrushes and aardvark neckties for everyone! It's not all good times, though. Mr. Venezi's been mistaking his bills for fan mail and a dragon may have moved into the shop. Can Sasspants and Hamisher ensure that a "happily ever after" is in store for the animals, Mr. Venezi, Viola...and even that nice lady from the bookshop next door?

The Founder's Dilemmas examines how early decisions by entrepreneurs can make or break a startup and its team. Drawing on a decade of research, including quantitative data on almost ten thousand founders as well as inside stories of founders like Evan Williams of Twitter and Tim Westergren of Pandora, Noam Wasserman reveals the common pitfalls founders face and how to avoid them.