Tag: Corporate Governance

Analyzing an M&A Transaction

Analyzing an M&A Transaction

We were critical of Adobe's (ADBE) acquisition of Figma for a few reasons. These elements can be applied to the analysis of any M&A transaction. Valuation: 50x revenue is a rich valuation no matter how you slice it. I don't care how unique Figma's product offerings may be or how competitive the deal may have … Continue reading Analyzing an M&A Transaction

Adobe’s Oversized Board Nodded Its Collective Head In Approval As It Relates To The Figma Deal

Adobe’s Oversized Board Nodded Its Collective Head In Approval As It Relates To The Figma Deal

As a follow-up to our two recent Adobe (tkr: ADBE) articles that were highly critical of Adobe CEO Shantanu Narayen as it relates to the Figma acquisition, we highlight for you Adobe's Board of Directors who signed off on the Figma deal and its outrageous 50x forward ARR valuation. Here is Adobe's "go along to … Continue reading Adobe’s Oversized Board Nodded Its Collective Head In Approval As It Relates To The Figma Deal

CEOs That Put Themselves First

CEOs That Put Themselves First

"G" is the most important letter in "ESG" investing. "G" or "Governance" refers to the men and women who comprise corporate management teams and Boards. Management - the CEO in particular - matters a great deal as to the long-term success of any company. Too frequently CEOs and Boards put Executive Compensation ahead of corporate … Continue reading CEOs That Put Themselves First

When CEO Compensation Is The Primary M&A Driver

When CEO Compensation Is The Primary M&A Driver

Too frequently companies execute M&A transactions not because a given acquisition strengthens the acquiring company's competitive position or enhances customer value, but because the acquired company could help boost CEO compensation of the acquirer by driving some combination of higher total revenue growth, higher EBITDA, higher bookings and/or a higher stock price. Today's announcement that … Continue reading When CEO Compensation Is The Primary M&A Driver

“G” Matters. Throw Out The “ES”.

“G” Matters. Throw Out The “ES”.

If we have said it once we have said it a thousand times: "G" is what matters in ESG investing. The "G" stands for Governance. Nothing is more determinant to a company's success than the people who lead that company, beginning with the CEO (which of course is the reason why we started CEORater 5 … Continue reading “G” Matters. Throw Out The “ES”.

Boeing Requires An Overhaul

Boeing Requires An Overhaul

Boeing (BA) senior management and Board requires an overhaul. We first wrote that Boeing ought to replace its CEO and Board back in September 2020 and as recently as February 2021, well before Ryanair CEO Michael O'Leary voiced his opinion. Boeing is a Technology company that would do well to look to the Technology sector … Continue reading Boeing Requires An Overhaul

Corporate Boards Need To Be Overhauled

Corporate Boards Need To Be Overhauled

Corporate Governance practices are flawed in our view as it relates to independent Board members. Corporate Boards are littered with outsiders who know little about the industry or the company for which they serve on the Board. My view has always been that smart investors bet on Management Teams. I would prefer a Board that … Continue reading Corporate Boards Need To Be Overhauled

Twitter Made Its Own Bed

Twitter Made Its Own Bed

Years of weak management and weak corporate governance are the reasons why Twitter is in the mess it is in. Twitter has been social media's weak sibling since its inception, trailing some combination of Facebook/Instagram and TikTok for over a decade. The fact that Twitter is in the position it is in is hardly a … Continue reading Twitter Made Its Own Bed

SolarWinds Fallout Is Just Beginning

SolarWinds Fallout Is Just Beginning

16 months ago we told you that SolarWinds (ticker: SWI) would not recover from the cyberattack levied against it that allowed cybercriminals to use infected SolarWinds software to view the source code of hundreds if not thousands of SolarWinds' corporate customers. SWI shares have yet to recover from what was at the time (December 18th … Continue reading SolarWinds Fallout Is Just Beginning

The Stock Buyback Scam

The Stock Buyback Scam

Prior to the 2008-2009 Financial crisis, stock buybacks were typically used by management teams to offset options dilution and to acquire undervalued company shares. Today, companies primarily use stock buybacks to goose the value of CEO options packages as well as to goose the value of shares held by CEOs and large institutional holders. The … Continue reading The Stock Buyback Scam