Corporate America November 2014

HOTTEST TECH STARTUPS + AVOIDING CONSTRUCTION DISPUTES

Corporate America NOVEMBER 2014 • WWW.CORPORATEAMERICA-NEWS.COM

PLUS: INSIDE THE TRUST BUSINESS

ALSO INSIDE: MEET BALTIMORE’S COOLEST COMPANIES

Lonnie Macdonald, Executive Vice President, Alternative Investments at UMB Fund Services, tells us why independent fund administrators like UMB are becoming increasingly important.

Abhi Gupta

The Conway MacKenzie Director on his business, career to date and current conditions in the insolvency market

www.corporateamerica-news.com

Contents 16

36

10

Philanthropy

The Billionaires Making a Difference

In the first of our regular features on philanthropy, Corporate America takes a look at some of the world’s richest individuals who are using their wealth for good.

12 Clem Chambers

The ADFVN CEO on why flooding the rest of the world with cheap money may not be the answer to America’s problems.

A Moving Story

Company Profile

Seyfarth Shaw LLP

International law firm Seyfarth Shaw represents clients in all phases of construction projects, from inception to completion.

by Andrea Elliott, Senior Global Immigration Counsel at Pro-Link GLOBAL, Inc. As businesses increasingly look to relocate their talent around the globe, Immigration expert, Andrea Elliott reveals the secrets to making any move is as smooth and trouble-free as possible for all concerned.

24

4

Startup Spotlight

News

Hottest Tech Newcomers

20 Inside the Trust Business

Lonnie Macdonald, Executive Vice President, Alternative Investments at UMB Fund Services, tells us why independent fund administrators are becoming increasingly important.

With snazzy new tech-focused companies coming and going, seemingly by the hour, it can sometimes be difficult to keep track of the startups that are truly worthy of your attention. Here we pick just a few of our favourites and give you a brief rundown of exactly why they think you should be excited.

38 Deals

46 Out of Office

26

50

City Focus

Baltimore

Ever wondered what are the coolest businesses in your city? We kick off our regular City Focus section with a quick tour of Monument City.

Calendar/ Planner

On the Cover 8

Personnel Profile Abhi Gupta The Conway MacKenzie Director on his business, career to date and current conditions in the insolvency market.

November 2014 • CorporateAmerica • 3

www.corporateamerica-news.com

News

The Detroit Free Press Names Esys Automation One of the 100 Top Workplaces in Michigan Esys Automation, a leading full-service automation solutions provider headquartered in Auburn Hills, MI, was selected as one of the 2014 Detroit Free Press 100 Top Workplaces. More than 1,200 Michigan companies were invited to apply for Top Workplace recognition within categories of large, mid and small-sized companies. Esys ranks 18 in the Small Companies Group.

Top Workplaces winners are determined based solely on employee feedback that measures qualities such as company leadership, communication, career opportunities, working environment, managerial skills, pay and benefits. The employee survey was conducted by WorkplaceDynamics, a leading research firm that conducts regional Top Workplaces programs with 45 major publishing partners.

“Because our field is so incredibly demanding it is paramount we maintain a great culture and allow it to thrive. I am so proud to be part of a team that so clearly sees the importance and benefits of continually working to make our workplace better. Our work to maintain a great workplace is never over, but we will certainly take a moment and celebrate this achievement,” said Chris Marcus, CEO of Esys Automation.

Esys Automation was founded with an open book management system, allowing all of its employees to share in the financial success of the company through a Profit Sharing Plan. In addition, Esys offers competitive benefits including 401K matching, great healthcare benefits and numerous health and wellness resources and discounts.

What makes Esys stand out in the industry is its continuous focus on helping its employees develop their skills. Esys finds semi-annual employee reviews to be extremely beneficial in making sure each employee has personal goals that help them grow. In addition Esys encourages employees to continuously learn through 3rd party training classes as well as internal mentorship arrangements.

Since 2008, Esys has also given annual recognition through the Jack Flasch Award to one employee that is selected by their peers for exemplifying the traits of mentorship, loyalty, dedication and quality.

Esys also holds quarterly companywide meetings and distributes a quarterly newsletter to ensure that all employees are on the same page with Esys’ direction.

Esys plans numerous company events each year and invites employees and their family members to take a break from their busy work life and have some fun.

Company events include a Company Picnic, Golf Outing, Tigers’ Game and Christmas Party. Esys and its employees also take pride in rallying together to give back to the community through events such as Desert Angels Miracle Box Packing Party and Toys for Tots fundraiser.

4 • CorporateAmerica • November 2014

Deep Web: the Untold Story of Bitcoin and Silk Road to Make World Premiere in 2015 on EPIX Premium TV network EPIX announced today that the Original Documentary, Deep Web: The Untold Story of Bitcoin and Silk Road, will make its World Premiere on the multi-platform service in 2015.

Deep Web tells the behind-the-scenes story of the un-indexed, often intentionally hidden content that accounts for at least 96% of the World Wide Web, focusing on digital currency Bitcoin and online black market Silk Road.

EPIX viewers will be able to watch the premiere and subsequent showings on TV, on demand, online, and on any of the hundreds of digital devices through which the network can be accessed via the EPIX App. Central to the film are looks at the rise of Bitcoin, the fastest growing currency in the world, which is not controlled by any government, regulating body or financial institution, and the arrest of Ross William Ubricht, the 26-year-old entrepreneur who is alleged

to be “Dread Pirate Roberts,” the founder of Silk Road.

Deep Web will feature exclusive interviews with the chief architects of both the Silk Road and the new black markets, as well as exclusive interviews with Lyn Ulbricht, Ross Ubricht’s mother, in her first film interview on her son’s arrest, and Joshua Dratel, Ubricht ’s defense attorney. Other interviewees include Gavin Andresen, chief scientist at the Bitcoin Foundation, and Andrew Lewman, the Executive Director of Tor, a suite of tools that allows users to access content on the Internet anonymously.

“Deep Web is a provocative, illuminating look into an online world that is hiding in plain sight, and we’re thrilled to present its World Premiere,” said EPIX President & CEO Mark Greenberg. “The film takes viewers on a revelatory journey exploring the secrets of Bitcoin, Silk Road, and other of the Deep Web’s many mysteries.”

Dunkin’ Donuts Announces Entry Into Austria Dunkin’ Donuts, one of the world’s leading coffee and baked goods chains, today announced that it has signed a master franchise agreement with M&D Restaurant Development GmbH to begin developing Dunkin’ Donuts restaurants across Austria. The leaders of the franchise group have a wealth of retail and business experience in Austria. The master franchise agreement calls for the development of 25 Dunkin’ Donuts restaurants throughout Austria over the next five years, with an initial focus on the Vienna area.

“Austria has a rich and vibrant coffeehouse culture, so we are very excited to announce our entry into the country with Dunkin’ Donuts,” said Paul Twohig, President, Dunkin’ Donuts U.S. and Canada, and Dunkin’ Donuts & Baskin-Robbins Europe and Latin America. “Our new master franchisee, M&D Restaurant Development GmbH, has a leadership team with a strong background in the retail industry. We look forward to partnering with them as we develop the Dunkin’ Donuts brand across Austria in the years ahead.”

Dunkin’ Donuts currently has nearly 11,000 restaurants in 33 countries around the world, including nearly 150 locations across Europe in Bulgaria, Germany, Russia, Spain and the United Kingdom. Dunkin’ Donuts restaurants in Austria will feature the brand’s wide range of hot and cold coffees, espresso-based beverages, teas, Coolatta® frozen drinks, bagels, muffins, croissants, donuts, sandwiches and wraps, all served fast in friendly, convenient locations and at a great value. The brand will also offer regional menu items to cater to local tastes.

www.corporateamerica-news.com

News

Coca-Cola Releases 2013/2014 Global Sustainability Report

AWeber Wins PA Best Places to Work Award

The Coca-Cola Company this week released its 11th annual Sustainability Report highlighting the progress the Coca-Cola system made in 2013 against the 2020 sustainability goals announced last year.

AWeber, a top email marketing service provider, has been named one of the Best Places to Work in PA for 2014. Companies from across the state entered the two-part process to determine the 100 Best Places to Work in PA. The first part of this process was evaluating each nominated company’s workplace policies, practices, philosophies, systems and demographics.

The second part consisted of an employee survey to measure the employee experience. The combined scores will determine the top companies and the final ranking.

“Coca-Cola can only be as healthy, vibrant and resilient as the communities we proudly serve around the globe. That’s why we’re working together with our bottling partners across our system to build stronger, more active communities and advance environmental conservation,” said Muhtar Kent, Chairman and CEO, The Coca-Cola Company.

“Unlocking the collaborative power of the Golden Triangle of business, government and civil society organizations allows for a much greater collective impact than any one organization or even sector could hope to achieve alone.”

This is the first report to include both an update on existing sustainability goals and the Company’s new global 2020 goals. The report follows the Company’s sustainability framework — “Me, We, World” — and is rooted in three leadership priorities: Women: In our fourth year, we continue our journey to economically empower 5 million women entrepreneurs across our value chain by 2020 through our 5by20™ program. This initiative aims to help women entrepreneurs, from fruit farmers to artisans, overcome the barriers they face to succeed in business.

As of December 31, 2013, our 5by20 programs had enabled more than 550,000 women in 44 countries since 2010. More than 255,000 women were impacted in 2013, an increase of more than 50% over the previous year.

Water: We are working to balance the water we use by 2020, returning to our communities and nature an amount of water equivalent to that used in our beverages and their production. We are currently on track to achieve this water goal. In 2013, we replenished an estimated 68% (a calculated estimate of 108.5 billion liters) of the water used in our finished beverages through 509 community water partnership projects in more than 100 countries, and we improved our water use efficiency for the 11th consecutive year with an 8% improvement over 2010.

Well-being: We continue our work to meet our 2013 global business commitments to promote well-being and to help address the public health challenge of obesity. In 2013, we offered more than 800 reduced-, low- and no-calorie products worldwide — nearly 25% of our global portfolio. We also supported more than 290 physical activity programs in nearly 125 countries.

The report also updates other areas of progress.

Through The Coca-Cola Foundation, the Company’s global philanthropic arm, we invested $143 million (1% of our operating income) to support sustainable community initiatives in 2013. We also continue applying our supply chain and logistics expertise to help deliver essential medicines to communities that need them through Project Last Mile.

We continue to work against ambitious new goals to reduce the carbon footprint of “the drink in your hand” by 25% and to sustainably source key agricultural ingredients by 2020. In addition, through June 2014, we had then distributed more than 25 billion fully recyclable PlantBottle™ packages across nearly 40 countries since the program launched in 2009.

“We’re investing in sustainability because it helps us grow our business, make a positive difference for the people and communities we serve, and protect the environment we all share,” said Bea Perez, Chief Sustainability Officer at The Coca-Cola Company. “The results in our report reflect Coca-Cola’s commitment, our employees’ passion, and the power of our many partnerships.”

The 2013/2014 Sustainability Report demonstrates The Coca-Cola Company’s commitment to continuous improvement, increased disclosure, risk assessment and expanded stakeholder engagement. The report is available on the Company’s website, Coca-Cola Journey, and features social and multimedia capabilities. This year, the Company developed the report at the Core In Accordance level of the GRI G4 guidelines. Ernst & Young LLP, a registered public accounting firm, provided external assurance on sustainability indicators related to water use ratio, PlantBottle™ packaging, lost-time incident rate, front-of-pack labeling and manufacturing greenhouse gas emissions.

The survey and awards program were designed to identify, recognize and honor the best places of employment in Pennsylvania that are benefiting the state’s economy and its workforce.

“I am thrilled that our AWeber team members have helped us become one of the ‘Best Places to Work’ again!” said Sean Cohen, COO of AWeber. “It’s a privilege to come to work each and every day with such a talented and dedicated group of individuals who deeply care about the company and our customers.”

AWeber has been recognized locally, regionally and nationally as a ‘Best Place to Work’ by many.

AWeber’s business philosophy and Core Values help to set them apart: • Create Remarkable Experiences • Execute With Passion • Foster Respect and Cooperation • Listen to What People Say About Us. Invite Feedback • Learn. Educate. Innovate • Don’t Take Ourselves Too Seriously; Have Fun. The awards program, created in 2000, is one of the first statewide programs of its kind in the country.

The program is a partnership between Team Pennsylvania Foundation, the Pennsylvania Department of Community and Economic Development, the Pennsylvania State Council of the Society for Human Resource Management and the Central Penn Business Journal.

AWeber will be recognized during the Best Places to Work in PA awards banquet on Thursday, December 4, 2014, at the Lancaster County Convention Center in Lancaster, PA. Rankings will be revealed at the event.

American Westbrook Creates Insurance Platform for Nonprofits American Westbrook Insurance Services, LLC, a full-service insurance brokerage firm, announced today its new Nonprofit Insurance Platform, PROTECTION FIRST, specifically designed for nonprofit organizations and the associations of which they belong.

Effective immediately, nonprofits can obtain all of their insurance coverages through PROTECTION FIRST, including all property & casualty lines (workers’ compensation, cyber risk liability, etc.), unemployment tax insurance, employee benefits, re-

tirement planning, human resources support, personal insurance and more. Organizations also have the option to select just those insurance lines and products that best meet their current needs and budget.

American Westbrook is partnering with select, leading insurance carriers on this unique offering that’s been created to enhance protection and reduce insurance costs for nonprofits and their associations.

The insurance broker’s team of industry experts has extensive knowledge and experience in customizing innovative and cost-effective solutions in this sector.

“We are excited to offer organizations in the nonprofit and social services arena the opportunity to maximize their buying power, insurance savings and risk management strategies through our one-of-akind PROTECTION FIRST platform. With reductions in staff, programs and services, nonprofits are seeking seamless solutions that both save costs and expedite their workflow,” said American Westbrook Executive Vice President and Nonprofit Practice Leader Mike Schoch.

November 2014 • CorporateAmerica • 5

RICHARDTYLER I N T E R N A T I O N A L Sales Immersion™ Sales Training

®

“Commitment to Excellence” ® Sales Immersion™ Program Sales Immersion™ – The World’s Best Sales Training™ is “Serious Sales Training for the serious Sales Professional.” ™

“As a veteran of numerous sales seminars and courses, I can tell you Richard Tyler’s sales course is by far the best!”- Program Participant The Richard Tyler International “Commitment to Excellence”® Sales Immersion™ Sales Training Program is the an intense, six-day sales training seminar for the professional who expects immediate results.

This is real training for those committed to their profession.

It’s specifically designed for those who refuse to accept nothing but the best.

Although you don’t have to be a seasoned sales pro to attend this program, you do have to come ready to work.

And when it comes to transforming ordinary salespeople into extraordinary sales performers, no one delivers more consistently than Richard Tyler International. It’s why the most successful organizations throughout the world trust Richard Tyler International year after year as their exclusive sales-training organization.

Join the tens of thousands of sales professionals who have benefited from the Richard Tyler International sales training programs by attending the Sales Immersion™ Program.

Enroll Now! Richard Tyler International, Inc.® 5773 Woodway Dr., Suite 860, Houston, TX 77057-1501, USA Tel: (+1) 713.974.7214 | Web: www.RichardTyler.com

www.corporateamerica-news.com

News

Bank of America Begins Rollout of Chip Debit Cards Bank of America today announced that beginning this week it will include chip technology on all new and reissued consumer and small business debit cards. Bank of America already includes chips on the majority of its credit card programs and is the first major U.S. bank to add the chip technology to debit cards.

“The new chip-enabled debit cards will improve security of customers’ transactions when traveling abroad and at home as more U.S. merchants adopt chip technology.”

Cards with chip technology, which are also referred to as EMV (Europay, MasterCard, Visa) cards, are embedded with a microprocessor chip that encrypts transaction information. Each time the chip card is used, the transaction data changes, making it more difficult to copy or counterfeit the card.

Many countries outside the U.S. have already adopted EMV chip technology, and it is expected to become the security standard for card payments in the U.S. as merchants begin adding chip-enabled terminals over the next year.

“Chip technology is an important tool in increasing card security, and we want our customers to have the best possible experience when using their payment cards,” said Titi Cole, retail products and underwriting executive for Bank of America. “The new chip-enabled debit cards will improve security of customers’ transactions when traveling abroad and at home as more U.S. merchants adopt chip technology.”

Beginning in October, debit cards issued to new customers will automatically include the chip technology. Existing customers will receive chip cards when their existing debit cards are replaced upon expiration or for any other reason.

Northfoto Shutterstock.com

Bank of America has been adding chips to its consumer, commercial and corporate credit cards in the U.S. since 2012 and expects to have the majority of its card portfolio converted to chip cards by late next year.

Appointments Giga Entertainment Media Names Bryan Maizlish CEO Giga Entertainment Media (GEM), a technology development company whose proprietary GIGANETTV allows up to 30 simultaneous real-time content streams and enhanced viewing and communications features to content aggregation entities on the Internet, cable, satellite and other providers worldwide, today announced that Bryan Maizlish, (53), has joined the company as Chief Executive Officer.

GEM’S most recent technological breakthrough on its dynamic game-changing platform allows real-time access to the entire web and associated video library, which includes substantial cable programming through voice recognition and user-friendly swiping viewed in an optimal personalized digital experience. GEM’s advanced technology allows multitasking, simultasking and the entire range of interactive social network applications all at the same time on one device.

Maizlish said, “The opportunities ahead for GIGANETTV are vast – offering the application through both online channels and white labeling opportunities for companies and government agencies. We are currently in discussions with a broad range of entities from around the world, including sports and entertainment companies, public sector agencies and global corporations representing a variety of business sectors. We will also be launching a unique new app for iPad before the end of the year that will further enhance our platform’s functionality. This will be followed closely by Android and Windows versions. I look forward to working with the team and leading Giga Entertainment Media to the next stage of growth through developing new and dynamic innovations, creating unique content and partnerships for our platform and enriching our customer’s experience.”

PECO Pallet Names Former Procter & Gamble Global Supply Chain Executive as Advisor to Board PECO Pallet today named R. Keith Harrison as a senior advisor to its board. Harrison previously served as Procter & Gamble’s global product supply officer, responsible for moving more than 250 of the company’s products to five billion consumers in 130 countries.

Harrison, who spent more than 40 years at Procter & Gamble (NYSE:PG), is noted for his experience leading large, diverse global organizations. During his tenure at Procter & Gamble, Harrison managed company-wide supply chain activities including manufacturing, engineering, purchasing, logistics and quality. He also served as a vice president and general manager of the Western Europe tissue/towel division and as vice president for product supply throughout Europe, the Middle East and Asia. Harrison currently serves on the board for Midmark Corporation, Hayco Manufacturing and Enerfab.

“Keith Harrison is a strategy-oriented leader with vast experience driving operational improvement in supply chain management. He will be a tremendous asset to our board and will help guide PECO’s continued growth throughout North America,” said David Lee, PECO Pallet Chief Executive Officer.

PECO Pallet has increased its total pallet issues by about 30 percent every year since 2007 and continues to add top manufacturers and distributors to its North American service network.

eBay Inc. Names Dan Schulman to Lead PayPal eBay Inc. today announced Dan Schulman is joining the company as the new President of PayPal, effective immediately. Schulman will become Chief Executive Officer of PayPal following the planned separation of the business into an independent, publicly traded company in the second half of 2015, which also was announced by eBay Inc. today.

The company announced separately today that its board of directors, following a strategic review, has approved a plan to separate eBay and PayPal into independent, publicly traded companies. The separation is expected to be

completed in the second half of 2015. The board determined that separation is the best path for growth and shareholder value creation for each business.

“I am thrilled to join an incredible PayPal team and lead this innovative business forward, making money work better for people around the world,” Schulman said. “PayPal redefined and continues to dramatically change and improve how people pay and get paid, and the opportunities ahead can be even more transformative and meaningful.”

November 2014 • CorporateAmerica • 7

www.corporateamerica-news.com

Abhi Personnel Profile

Gupta

Abhimanyu (Abhi) Gupta is a director at Conway MacKenzie, Inc., the premier consulting and financial advisory firm to the middle market.

Across industries, and across the US, Conway MacKenzie delivers hands-on financial, operational and strategic services that help healthy companies grow and troubled companies get back on track.

Abhi Gupta has been focused on special situations affecting the middle market since 2009, and has gained experience in a wide variety of industries including financial services, steel, food and agriculture, real estate, automotive and construction.

With a strong educational background, which includes a CPA equivalent from India and MBA at Stern School of Business, he has consistently made tangible contributions to his clients over the past five years.

These contributions, he says, have been built on strong ethics, an ability to listen, and a willingness to roll up his sleeves and work alongside the management teams.

Gupta’s dedication, hard work and innovative solutions have resulted in numerous successful business transactions. For example, he worked with the management team at Anchor Bank (a US$2.1bn bank and Wisconsin’s largest thrift) to restructure its classified loan portfolio tracking, reporting and loss forecasting process from 2009 to 2012. AnchorBank subsequently won the restructuring deal of the year (US$250m-US$500m) from the M&A Advisor in 2013.

As a key member of the Conway MacKenzie team, Gupta assisted Groeb Farms (one of the largest distributors of natural honey and other food ingredients to the retail and industrial food supply industries) to file a pre-packaged bankruptcy.

The company emerged from bankruptcy within three months of the filings. The Groeb Farms restructuring was later selected as one of the most successful of 2013 by the Turnarounds & Workouts newsletter.

In terms of trends in insolvency, Gupta thinks that two critical factors are affecting the market. “First, the economic recession of 2008-2010 led a 8 • CorporateAmerica • November 2014

number of lenders to purge their troubled loan portfolios,” he says. “As a result, bankruptcies and default rates dropped in 2013 compared to the years immediately after the recession.” The second critical factor, he says, is that there has been ample credit in the markets and that has improved the general economic outlook. “There is also more money chasing the deals and pressure on lenders to book new business,” he adds.

As a result of these two key factors, the insolvency market has been slower, Gupta says. “However, once the Federal Reserve tapering starts, some of the confidence will erode and insolvencies, defaults and bankruptcies will start inching up.”

In special situations, says Gupta, there are two critical aspects that guarantee a successful outcome. “First, one must be able to quickly and accurately read the management team – assessing their strengths and weaknesses and determining the most effective communication strategy with them. The second, and most important, aspect is to quickly identify the priority issues that need to be addressed,” he says. “In my experience, these issues have ranged from working capital and cash management to operational and supply chain issues.”

The Detroit bankruptcy is being followed keenly, says Gupta, and will set a precedent for other similar bankruptcies and situations.

Gupta believes that corporate insolvencies will remain similar to 2013 and Q1 2014 – lower than the historical average and much lower than 2008-2009 levels. “However, things might start changing in the second half of 2015 and 2016,” he says. “I expect the corporate defaults to inch up to historical levels of approximately 3.5% in 12 to 18 months from now.”

www.corporateamerica-news.com

Abhi Gupta, Conway MacKenzie

“ I expect

the corporate defaults to inch up to historical levels of approximately 3.5% in 12 to 18 months from now

“

Personnel Profile

November 2014 • CorporateAmerica • 9

www.corporateamerica-news.com

Company Profile

Innovation in Avoiding Construction Disputes International law firm Seyfarth Shaw represents clients in all phases of construction projects, from inception to completion.

10 • CorporateAmerica • November 2014

www.corporateamerica-news.com

Company Profile

Company: Seyfarth Shaw LLP Web: www.seyfarth.com Tel: +1 202 463 2400 Address: 975 F Street, N.W. Washington, D.C. 20004, USA

Seyfarth Shaw LLP provides thoughtful, strategic, practical legal counsel to client companies and legal teams of all sizes. With more than 800 attorneys in the US, London, Shanghai, Melbourne and Sydney, the firm offers a national platform and an international gateway to serve its clients’ changing business and legal needs in litigation, employment, corporate, real estate and employee benefits.

The company has gained acclaim for its innovative SeyfarthLean client service model - which incorporates the core principles of Lean Six Sigma to the delivery of legal services – and continues to develop new reporting and project management tools for greater transparency and collaboration with clients.

Seyfarth Shaw’s efforts have contributed to its recognition among in-house counsel as the ‘Best of the Best’ for client service among the 2013 BTI Consulting Group’s Client Service A-Team and being named among the Top 10 in the Financial Times US Innovative Lawyers Report in 2012.

With one of the largest and most experienced construction law practices in the US, the business offers its clients the benefits of a classic construction boutique supported by the resources of a large full-service firm.

The company represents clients – developers, contractors, owners, architects, engineers, subcontractors and lenders – in all phases of the construction projects, from inception to completion, both domestically and abroad.

The firm’s clients demand innovative solutions to today’s building needs, be they new technologies like building information modelling, green and cleantech building requirements, new delivery methods or the vagaries of the economy. The company’s collaborative team includes LEED certified professionals, licensed architects and engineers, as well as attorneys adept at BIM tools and public contracting.

The business helps its clients with the drafting, negotiation, and performance of contracts, and has extensive experience in designing contracts to avoid costly disputes. Additionally, Seyfarth has detailed knowledge of construction finance, innovative forms of insurance protection, zoning regulations and contract law.

Taking pride in its understanding of the significant regulatory, technical and business issues involved in construction projects, the firm has also worked extensively with professional societies, including the Design Build Institute of America and the Associated General Contractors of America, to develop streamlined, standard form agreements for its clients to save time and hassle.

Although the business works hard to help its clients avoid disputes, if they do arise, the firm is especially proud of its use of alternative dispute resolution to settle matters. The company has a long track record of successfully litigating in federal and state courts if settlement is not an option and its construction attorneys are particularly strong in handling large, complex project disputes, such as those involving stadiums, airports, multi-use developments, infrastructure, power plants and wastewater treatment facilities.

November 2014 • CorporateAmerica • 11

www.corporateamerica-news.com

Features/ Clem Chambers

Clem Chambers

One of the oldest economic sayings is: “when America catches a cold, the world gets pneumonia.”

Like all sayings it has a flip side: “when America takes economic medicine, the world gets an overdose.”

Here, the ADVFN CEO explains how the medicine that America has been taking - cheap money - has flooded the rest of the world, but hasn’t completely addressed what really ails the world’s most powerful economy

12 • CorporateAmerica • November 2014

www.corporateamerica-news.com

Features/ Clem Chambers Clem Chambers, CEO of ADVFN (LSE:AFN)

“

When America catches a cold, the world gets pneumonia.

When America takes

“

economic medicine, the world gets

an overdose.

November 2014 • CorporateAmerica • 13

www.corporateamerica-news.com

Features/ Clem Chambers Cash is called liquidity these days. You might suspect that creating liquidity feels better than printing money, in the same way ‘a man walked into the bank and robustly requested liquidity,’ sounds better than: ‘a robber went into a bank, stuck up the teller and demanded a bag full of $100 bills.’

The underlying problem of the US, and for that matter most of Europe, is a huge balance of trade deficit pumping the wealth of the developed world into the accounts of the developing world. All the QE you see is to paper over the chasm of a trillion-dollar-a-year trade deficit that drains wealth out of the US into the developed world. QE is a debasement to shift that wealth back via what amounts to a dilution of the value of dollars outside the US. The trouble is, while the focus is on low interest rates and restarting internal growth, the focus doesn’t sit squarely on rebalancing the core trade imbalances that mean the developed world is getting poorer at about $100 billion a month. This new US liquidity had been flying out of the door straight into the arms of the developing world but as the flood of money is being stemmed so are the good times for emerging economies. Without the spill over of oceans of cash from the US, hard economic times are returning, but the economic growth targeted at home is starting to ignite good times back in the US and its European proxy the UK. Meanwhile back in Europe, the financial might of Germany is at the helm. It is not a deficit nation and it does not like driving growth through debasement.

However, while it effectively leads financial policy in Europe, its partners are not so austere and they have been twisting Germany’s arm to get the printing presses rolling. They have slowly but surely loosened the purse strings. This will see the Euro fall to pre-crash levels and there will be a rally in the general European economy.

While new style inflation is low in Europe, old-fashioned inflation is rampant.

A 1970s style basket of goods has rocketed in price, which in general is what the poor spend their money on. As flat screen TVs and mobiles supress the headline figures, hard assets have been bubbling up in cost.

“

a man walked into the bank and robustly requested liquidity,’ sounds better than: ‘a robber went into a bank, stuck up the teller and demanded

“

a bag full of $100 bills

14 • CorporateAmerica • November 2014

So far, the developed world has got away with this sleight of hand so the engine of good times can be supported politically because for now, at least, no one is pointing out that the essentials of life have been spiralling up in cost and that workers need more money to keep up. As such, a 70s style meltdown has been avoided for now.

So in effect, the world is flipping from boom in the developing world to bust.

As this is the key economic pivot the developed world is rising from bust to boom and as the old world rises it will exert a bearish pressure on the developing world.

However, the giant transfer of wealth from America and to a lesser extent Europe will continue, closing the gap at a fundamental level one trade imbalance at a time. This is probably a good thing for the poor of the world, even if it comes at the cost of the living standards of the working class of the west. As the west enjoys a period of better economic conditions, no one is even going to bother addressing the underlying problems of the west. They run deep.

This may be good news for the world but on an individual level the consequence may prove disastrous. As any pensioner relying on bonds is no doubt already finding, the result of the macro policies of the west leads them to a poorer and more worrisome future than they planned for.

A rally in the developed world’s economy in the coming few years will not necessarily pan out for you the individual. As such, the big picture is key for those wanting to do well from the good news while avoiding the downside of the long-term developments that are on their way.

The juggernaut of economics does not care about the individual and as such we all need to keep a wary eye on it.

About Clem Chambers Clem Chambers is CEO of ADVFN (LSE:AFN), Europe and South America’s leading financial website, and author of the Amazon No.1 Bestseller 101 Ways to Pick Stock Market Winners.

A broadcast and print media regular, Chambers is a familiar face and frequent guest presenter on CNBC and CNBC Europe. He is a regular market commentator and guest on BBC News, Fox News, CNBC Arabia, Newsnight, Al Jazeera, CNN, SKY News, TF1, Canada’s Business News Network and numerous US radio stations.

Clem currently writes for Forbes, Business Mirror, Inversionista, Index Trader, Traders, Gulf News and YTE. He has written investment columns for Wired Magazine, RiskAFRICA and the Scotsman and has been a commentator for The Daily Mail, The Daily Telegraph, The Guardian, The Independent and The Daily Express.

www.corporateamerica-news.com

Features/ Clem Chambers

November 2014 • CorporateAmerica • 15

www.corporateamerica-news.com

Features/ A Moving Story

A Moving

Story

by Andrea Elliott, Senior Global Immigration Counsel at Pro-Link GLOBAL, Inc.

Pro-Link GLOBAL is a woman-owned, culturally diverse boutique firm specialising in global work permits, residence permits, entry visas, immigrationdocumentation, visa management services and policy consulting services.

Pro-Link GLOBAL defies borders by embracing a ‘one team’ approach to our services with over 1,600 immigration specialists working in over 140 countries. We are focused entirely on corporate global visa and immigration services. This core focus distinguishes us from the competition and allows us to provide the best corporate immigration services which have been recognised by many industry awards.

16 • CorporateAmerica • November 2014

www.corporateamerica-news.com

Features/ A Moving Story

“

We are focused entirely on

corporate global visa and immigration services.

“

November 2014 • CorporateAmerica • 17

www.corporateamerica-news.com

“

Pro-Link GLOBAL is in the business to ensure that a company’s most valuable asset, its talented workforce, has the correct immigration documents in place to relocate.

“

18 • CorporateAmerica • November 2014

Features/ A Moving Story

www.corporateamerica-news.com

Features/ A Moving Story Company: Pro-Link GLOBAL Name: Andrea Elliott, Senior Global Immigration Counsel Email: info@pro-linkglobal.com Web Address: www.pro-linkglobal.com Address: (World Headquarters) 1813 Manatee Avenue West, Bradenton FL 34205 USA Telephone: +1 (941) 794-6461

It is an exciting time in global immigration. New research by financial consultancy Finaccord has found that there are currently a record 50.5 million expatriates in the world today, and projects that there will be 56.8 million by 2017. The economy is rebounding and corporate profits are increasing. As companies look to move their talent around the globe they are being met with increasingly strict immigration policies as governments look to protect their work force. Compliance is the name of the game and any company wishing to host their global talent needs to ensure that they and their staff are abiding by FCPA regulations and UK Bribery Act Regulations amongst others. Bribery and acts of misconduct are not tolerated and governments are sending a message loud and clear that anyone to be found guilty of such acts will pay a very hefty price. As companies ramp up their desires to send their workforce abroad they need to ensure they are working with a global immigration provider that is protecting them from this perspective.

Our core function in the business of expansion into foreign markets is corporate global immigration. Pro-Link GLOBAL absolutely embraces a policy of relocation – without it we would not be in business. Pro-Link GLOBAL provides immigration services to corporations ensuring that their global workforce has the proper documentation to work abroad. From an immigration perspective, we support immigration services from obtaining vital records, preparing vital records for use abroad, drafting & filing work permit applications, drafting & filing residence permit applications and post arrival immigration assistance. We also work with our clients on immigration policies and strategies that align with their company values.

Mergers and acquisitions represent a constant challenge for multinational companies. The immigration issues for companies contemplating a merger or acquisition are invariably complex. At Pro-link GLOBAL, we are fully aware of this fact and are experienced to handle such immigration issues. When a merger or acquisition takes place, it is vital for a company’s Human Resources Department or Global Mobility team to know the impact the change in corporate structure will have on the employees being hosted or on assignment in that country. Work permits and residence permits are based off employment and the company an individual works for. Any change in the company means that work permits and residence permits need to be either updated or new documents obtained. The employees on assignment may need to leave the country for an extended period of time and this can have a financial impact on the host company. As mergers and acquisitions take place, Pro-Link GLOBAL will be there for our clients and will provide them with the detailed and intricate support they require. We will also support our clients and our future clients with their immigration needs as they move more of their talent around the globe.

As the relocation industry grows we foresee more partnerships forming between the multiple stakeholders in the relocation process. On average there are no less than 82 touch points for the relocating assignee. All the various pieces of the relocation puzzle must work together to ensure a smooth and seamless relocation for the assignee. Companies want to ensure that their assignees are relocated in a manner that is not only compliant with immigration regulations but also as stress-free as possible. The only way to reduce the stress for an assignee and his or her family is make sure everyone in the relocation industry knows what part they play and that one action cannot happen without or before another.

We also see the technology aspect of the industry growing. People in today’s world want technology and they want immediate responses to their questions. The stakeholders in relocation who can harness the use of mobile applications and provide immediate resolution to assignees questions are the leaders in the industry.

The need for speed, accuracy and a desire to remain complaint is not something companies are asking for, they are demanding it. The ability a relocation provider has to harness this demand will mean great success for their future.

The major advantage of corporate relocation, for any company, is utilising and tapping the potential in the current work force. It is less risky to move the current talent than it is to hire someone new. This advantage is, however, two fold. The company benefits by retaining and developing talent. The employee benefits from the experience and career growth. We move our own talent intra-regionally and worldwide to offer access to company culture close up and to broaden the perspective of the team member to embrace diversity as a key fundamental of our philosophy.

Pro-Link GLOBAL is in the business to ensure that a company’s most valuable asset, its talented workforce, has the correct immigration documents in place to relocate. The increase in corporate relocation means an increase in work for us.

Pro-Link GLOBAL grows by leaps and bounds year after year in support of our corporate clients.

November 2014 • CorporateAmerica • 19

www.corporateamerica-news.com

Features/Inside the Trust Business

the Trust Inside

Business UMB Fund Services is an award-winning service provider that administers many types of investment structures. These include private funds, trusts of various types, and US 1940 Act registered funds, as well as US 1940 Act registered private funds. Founded in 1990, UMB Fund Services is a wholly owned subsidiary of UMB Financial Corporation, which celebrated its 100-year anniversary in 2013. UMB’s main competitive differentiators are its high-quality people with deep industry expertise; its time-tested processes and ability to deliver a boutique, client-focused service model; and its turnkey service offerings, which allow an investment manager to start many types of fund structures quickly and with the benefits of our insight, expertise and assistance.

Lonnie Macdonald, Executive Vice President, Alternative Investments at UMB Fund Services, tells us why – with the increased focus on compliance and risk, the greater emphasis on the fees associated with investing in a fund and the growing complexity generated by the creation of new alternative structures such as registered private funds – independent fund administrators like UMB are becoming increasingly important.

20 • CorporateAmerica • November 2014

Company: UMB Fund Services Telephone: +1 (801) 866 1196 Email: lon.macdonald@umb.com Website: www.umbfs.com

www.corporateamerica-news.com

Features/Inside the Trust Business

November 2014 • CorporateAmerica • 21

www.corporateamerica-news.com

Features/Inside the Trust Business How would you describe the current business environment in your region/sector?

The US hedge fund business is healthy and growing. The initial reaction of hedge funds and private equity funds post-financial crisis was major asset contraction; many funds collapsed or closed, and hedge funds of funds were hit particularly hard. In the last three years, however, as assets have grown dramatically in all structures, we have seen a re-emergence of the hedge fund of funds and the emergence of many more managed accounts using hedge-like strategies.

Many firms have also turned to outsourcing some or all of their back- and middle-office functions, as managers focus on what they do best – manage money. Most are looking to gain operational efficiency and reduce risk. The compliance burden US managers face is substantial, so they are looking for expertise outside their firms for assistance.

How has your area changed compared to the previous year? Where do the greatest opportunities for investors lie?

There have been few changes in the last year, except growing regulatory pressure in the US and abroad.

AIFMD and FATCA are driving a lot of new concerns among managers as they struggle to learn about the impact of these new requirements on their operations. This of course puts some pressure on administrators like UMBFS, but we have kept ourselves well informed and are prepared to help our clients with their compliance obligations.

What do you think the key challenges are for your region’s economy and your sector and how do you think these challenges can be met?

The key economic concerns we have are the low interest rate environment and how long it will last, and the continued growth of the US and global economies.

To what do you attribute the continued growth of the alternative fund industry?

The alternative fund industry has continued to grow because investors want and need alternative asset class investments to diversify their portfolios. It’s as simple as that. Many institutional and individual high net worth investors are looking to alternatives and private equity to give a potential non-correlated performance boost to their overall portfolio performance and to help diversify risk.

Alternatives are also now being offered in both 1940 Act registered funds and UCITS, which provide a higher level of transparency than with traditional hedge funds. These funds are being offered by a wide variety of intermediaries with much lower initial investment minimums than in typical alternative structures in the US and abroad, which has led to a ‘retailisation’ of alternative portfolio strategies. This is good for investors, who get increased exposure to alternative investment strategies, and good for money managers, who have increased potential to grow their distribution and assets under management. Administrators benefit as well, as managers look to us to help them with the increased complexities that accompany the administration of registered products.

Why are independent fund administrators now more important than ever? What are the main advantages they offer?

Independent fund administrators are becoming more important due to the increased focus on compliance and risk, the increased focus on the fees associated with investing in a fund, and the increased complexity generated by the creation of so many new alternative structures such as registered private funds. The expertise a top-flight administrator brings to the table can greatly assist any money manager looking to focus more on managing money and less on operational burdens and challenges in an increasingly regulated environment.

What part does an administrator have to play in attracting capital, particularly from large investors?

The biggest role an administrator plays in attracting capital is the legitimacy it lends to the manager. When a manager chooses a good administrator with clearly defined processes and procedures, it gives many investors comfort. They all know that a manager should be primarily focused on managing money, not on operations.

Many believe that is better left to administrators, who have the people, processes, technology, experience, and controls in place to provide proper administration to the fund and its investors.

What makes a good third party fund administrator?

The best third-party administrators are those who have a great breadth and depth of experience and the technology to service your fund, as well as a service model that makes you feel as if their services and people are an integral part of your own business. If you can find that kind of partnership with an administrator, you have found a good one!

UMB Fund Services is just that kind of service provider. We stay focused on our clients and their investors, because we are in the ‘trust’ business. Our clients and their investors trust us with one of their most precious assets, and we want to make sure they can count on more from us than from any other administrator. We are focused on making sure individual and institutional investors know that their money managers made the right decision when they chose UMB Fund Services as their administrator.

22 • CorporateAmerica • November 2014

www.corporateamerica-news.com

“

We stay focused on our clients and their investors, because we are in the ‘trust’ business.

“

Features/Inside the Trust Business

November 2014 • CorporateAmerica • 23

www.corporateamerica-news.com

Startup Spotlight

Hottest

Tech Newcomers 24 • CorporateAmerica • November 2014

www.corporateamerica-news.com

Startup Spotlight Curalate Founded: 2012 | Headquarters: Philadelphia, PA | Contact: hello@curalate.com | Web: www.curalate.com They say: “Curalate applies image recognition algorithms to social media conversations and scours the social web including Pinterest, Instagram, Tumblr, and Facebook to find people communicating about your brand in pictures. With Curalate, you’ll find new fans, increase brand awareness, optimize search, and grow revenue all using insights from images.

“Curalate gives you all the social media marketing tools you need to measure, monitor, and grow your brand presence on the networks that matter. Engage your community, increase followers, identify influencers, monitor competitors, create promotions, and discover content to post. All in one platform.”

Howler Founded: 2014 | Headquarters: Boston, MA | Web: www.howler.at They say: “The new way to discover your city, Howler is a marketing and content delivery platform designed for small businesses to attract new customers that are in immediate proximity to their business location.

Howler is the first company to offer a pay per visit (PPV) revenue model in the physical world which allows cost effective, targeted advertising for small businesses.

“Users get notifications that are customized to what they like based on where they are and, at the same time, small businesses will increase their customers without howler taking a percentage of a sale. It’s time to empower and support our local businesses with the best tools.”

3Beacon & Lively Founded: 2014 | Headquarters: Philadelphia, PA | Contact: info@beaconandlively.com | Web: www.beaconandlively.com They say: “Beacon & Lively introduces the world’s premier piece of jewellery designed to keep you effortlessly connected, in a way that is stylish and comfortable. Ambient colors and/or slight vibrations will politely alert you when someone is calling or texting, and with a flick of the wrist you can shut it off. The disruptive days of constantly checking your bag or keeping your phone on the table are finally over. The Beacon allows you to stay connected to what’s most important to you, in the way most appropriate for you.”

GWIG - Go Where I Go Founded: 2013 | Headquarters: Charleston, SC | Contact: info@gwig.com | Web: www.gwig.com They say: “Have a friend in need of a business referral? Know someone who’s new to town and in need of a kid-friendly business? Connect your friends with businesses you know and they’ll love. The GWIG app allows you to send a digital business card, with contact information and a map location, from the businesses you trust to your friends without spam, ads, or ratings and reviews from strangers.”

With snazzy new tech-focused companies coming and going, seemingly by the hour, it can sometimes be difficult to keep track of and separate the startups that are truly worthy of your attention from the latest one-day wonder (I mean, who needs to hear about another cab share app?).

Obviously, it would be impossible for us to list every single startup in the US here, but we have taken a few minutes to select a handful of our favourites and given you a brief rundown of exactly who they are, what they do and why you should care.

Humin Founded: 2012 | Headquarters: San Francisco, CA | Contact: get@humin.com | Web: www.humin.com They say: “This generation is the first to grow up in a connected world. We have hundreds of connections all over the globe, yet we barely know most of them. We’ve become uncomfortable in shared experiences- looking down at a screen rather than across a dinner table. We’ve let technology get in the way of meaningful interaction. Social networks have unfortunately made us more lonely and disconnected.

“Humin is a new phone app that captures all of your contacts and remembers them in the way you naturally think.

“Search all of your contacts in the way you’ve come to know them. We’ve replaced the old alphabetical list and let you search with terms like “met last week” or “lives in Chicago”.

“When you meet someone new, you can now capture the moment— not just their info. Humin remembers all of the meaningful context for every encounter.

“Humin reminds you who will be in your next meeting, connects you with friends when you travel, and shows you when someone you know is visiting your city.”

ThinkUp Founded: 2013 | Headquarters: New York, NY | Contact: team@thinkup.com | Web: www.thinkup.com They say: “ThinkUp is a simple new service that offers you a completely unique set of analytics about the way you use Twitter and Facebook.

“ThinkUp is a smart new way to get more meaning out of all the time you spend online, offering clever, fun insights that help you no matter what your goals are online. And it’s built by a company and community that aim to respect you more than any other tech company.

“When you join ThinkUp, you get a simple stream showing you those insights about your Twitter and Facebook accounts. If you want, those insights can come to you in a handy email digest.”

November 2014 • CorporateAmerica • 25

www.corporateamerica-news.com

City Focus /Baltimore

City Focus

26 • CorporateAmerica • November 2014

www.corporateamerica-news.com

City Focus /Baltimore Brought to you by:

Baltimore Baltimore is a great city. There’s amazing food (who doesn’t like pit beef and crabcakes?), awesome culture and some super-interesting people.

It is the city that gave us Avon Barksdale and Stringer Bell after all.

There are some great Businesses in Baltimore too.

There’s a lot of innovation going on in the city, and many of its companies are leading the way in their respective fields.

We’ve spent the last few months researching Balitmore’s coolest businesses for the list you see below.

November 2014 • CorporateAmerica • 27

www.corporateamerica-news.com

City Focus /Baltimore

Company: STX Industry: Sporting Goods Founded: 1970 Founder: Richard B.C. Tucker Sr. Area Served: Worldwide Website: stx.com Did you know that one of the world’s largest manufacturers of lacrosse equipment is from Baltimore?

STX make other sports equipment too, but lacrosse is their biggest market. It’s Maryland’s official state sport, so Baltimore is the perfect home for STX. Everything about STX as a brand is cool. Spend five minutes on their website and you’ll want your own stick, even if you’ve never played lacrosse before.

They’re also extremely active on Social Media. They enjoy great engagement on Facebook, Twitter and Instagram and manage to present a consistent message across all platforms, which is something a lot of brands struggle to do.

STX’s #PlayHuge hashtag is cool too. An official hashtag is something most major sports brands have tried to establish (notably Nike with #MakeItCount and Adidas with #allin) but few have hit on something as catchy and brand relevant as STX. 28 • CorporateAmerica • November 2014

www.corporateamerica-news.com

City Focus /Baltimore

Company: Tenable Network Security Industry: Technology/Security Founded: 2002 Founders: Ron Gula, Jack Huffard, Renaud Deraison Area Served: Worldwide Website: tenable.com

Tenable Network Security is one of the most trusted businesses in the United States and around the world.

It is a cyber-security company that has changed the way businesses protect their computer networks forever.

Tenable’s most famous product is Nessus, a vulnerability scanner widely considered to be the best on the market. The figures speak for themselves. Nessus has over one million users around the world, a list that includes some of the largest and most complex enterprise networks.

The Tenable Security Center has an impressive list of users as well, including the U.S. Department of Defense and a number of Fortune 500 companies. Quality runs through everything Tenable does, and it’s great for Baltimore to have them in the area.

Tenable has a great working environment and is listed by The Baltimore Sun and the Baltimore Business Journal as one of the best companies to work for in the area. A lot is invested into keeping staff happy, and the company has put together a fantastic benefits package.

Every Tenable employee gets a minimum 20 business days off work in addition to nine paid holidays and two floating holidays. The healthcare package is comprehensive,including dental and vision, and the company has a life insurance policy too.

Tenable’s tuition reimbursement enables employees to spend more than $5,000 each year on job-related classes and training. For people looking for a creative working environment, and a chance to learn new skills and develop their career Tenable is a great place to be.

November 2014 • CorporateAmerica • 29

www.corporateamerica-news.com

City Focus /Baltimore

The B&O American Brasserie can be found at Baltimore’s Hotel Monaco, a Kimpton Hotel just a few blocks away from the Inner Harbor. The restaurant is housed next door to the Hotel in the former headquarters of the B&O Railroad, a historic setting.

The most important thing about any restaurant is the food, and the B&O American Brasserie does not disappoint. It has been featured on numerous lists of the best places to eat in Baltimore, with critics and visitors praising the seasonal, eco-friendly modern American cuisine. The Baltimore Sun also describes the restaurant’s cocktail program (created by mixologist Brendan Dorr) as “The city’s most engaging.”

All the members of staff at B&O American Brasserie understand that the dining experience is a really important part of eating out. This is of course something most restaurants get, but few achieve an end result that is as good as this.

The restaurant’s decor pays tribute to the B&O Railroad and the building’s history but still feels stylish and relevant. Look around and you’ll see all sorts of cool features, including seats and table lamps from old B&O dining cars. There are even old railway maps on the wall.

Themed restaurants often feel tacky and overdone, so the B&O American Brasserie deserve credit for finding the right balance between history and elegance.

Company: B&O American Brasserie Industry: Restaurant Opened: 2010 Founded by: Kimpton Hotels & Restaurants Location: 2 North Charles Street, Baltimore, MD 21201 Website: bandorestaurant.com

30 • CorporateAmerica • November 2014

www.corporateamerica-news.com

City Focus /Baltimore

Company: entreQuest Industry: Management Consultancy Founded: 2001 Founder: Joe Mechlinski Area Served: United States Website: entrequest.com

Businesses that help others grow are pretty cool. That’s exactly what entreQuest does.

Management consultancy is not a new industry but the entreQuest team are better than most.

They have already worked with more than 400 businesses since launching 13 years ago. entreQuest takes a different approach to the majority of management consultancy firms. A lot of the company’s programs and thinking is focused on transforming business mind-set and culture, to create a winning mentality within the organization. They also focus on talent acquisition to help businesses get the right personnel in place to take them to the next level. entreQuest is full of thought leaders. People with real talent and experience, with a proven track record of success when it comes to growing businesses. In 2013 entreQuest’s CEO and co-founder Joe Mechlinski released his first book titled, ‘Grow Regardless: Of Your Business’s Size, Your Industry or the Economy... and Despite the Government!’ It went on to be a five times best seller (on Amazon.com, The New York Times, The Washington Post, Barnes & Noble and USA Today) so he clearly knows his stuff.

One of the best management consultancy firms around was always going to be a great place to work, but entreQuest really go above and beyond for their employees. Staff members enjoy some really great perks including sponsored community volunteer days, but what really sets entreQuest apart is its unlimited vacation policy. entreQuest does not track how much vacation time each employee takes. That means that if you want to take three or four weeks off in a row you won’t have a problem. As long as employees give a month’s notice to allow others to prepare for their absence (and don’t take advantage of the system) they are trusted to take care of their own vacation time.

November 2014 • CorporateAmerica • 31

www.corporateamerica-news.com

City Focus /Baltimore M-Edge sells a range of protective cases for smartphones, tablets and e-readers. In the company’s own words M-Edge is “blurring the line between tech and style”.

Their headquarters are located in Odenton, about a 30 minute drive from the center of Baltimore.

The tablet and phone case industry is extremely lucrative. By 2017 the phone accessories market is forecast to be worth a staggering $38 billion dollars. So it’s not surprising that the market is also extremely competitive, as everyone wants their share of the money that’s on offer.

However, you won’t find many companies with a product range that’s as cool, and innovative as the one M-Edge have put together.

M-Edge use all sorts of materials and technology to create their products. For example their SuperShell cases are extremely light, but strong enough to protect your device from significant drops. They also have products made out of carbon fiber and ballistic nylon.

Staff at M-Edge undoubtedly have one of the coolest working environments in Baltimore. The company has been featured in the Baltimore Sun’s list of the best places to work twice in the last three years.

The atmosphere at M-Edge is friendly and laid back. There’s a casual dress code and the company host regular social events to keep staff happy and motivated. M-Edge even hold inter-departmental Nerf gun wars!

But more important than these perks is the freedom, responsibility and trust given to each M-Edge employee. Being valued by an employer who’s leading the way in a fast-paced, competitive industry must be great fun.

Company: M-Edge Industry: Tech Accessories Founded: 2006 Founders: Patrick Mish, Adam Ashley, Jim Ward Area Served: Worldwide Website: medgestore.com

32 • CorporateAmerica • November 2014

www.corporateamerica-news.com

City Focus /Baltimore

Company: Premier Rides Industry: Amusement Rides Founded: 1994 Founder: Peter Schnabel Area Served: Worldwide Website: premier-rides.com

One of the world’s largest amusement ride manufactures has its headquarters in Baltimore.

There are not many cooler companies than one that manufactures roller coasters, and Premier Rides has designed some of the biggest and best in the world.

Premier Rides was founded in 1994 by Peter Schnabel, but Jim Seay is now the sole owner and company president. He is a self-confessed adrenaline junkie with a passion for creating innovative and unique roller coaster designs.

Premier Rides is constantly breaking new ground in this fast moving industry. In 2013 Full Throttle (a Premier creation for Six Flags Magic Mountain) was recognized as the “World’s Tallest Looping Coaster” by the Guinness Book of World Records.

In an interview with CNN in 2009 Seay spoke about his passion for roller coasters that offer something different. He understands that for a ride to be successful it has to offer a unique riding experience.

As no two roller coasters or rides the company build are the same they end up with a situation where almost every single one of their products is a prototype, which brings challenges to the business.

November 2014 • CorporateAmerica • 33

www.corporateamerica-news.com

City Focus /Baltimore

Heavy Seas Beer is brewed in Baltimore by the Clipper City Brewing Company. Since 2010 all beer brewed by the company has become part of the Heavy Seas brand. The company is on a mission to make great beers using a combination of traditional and avant-garde brewing techniques, and they are certainly succeeding.

Heavy Seas has cleverly divided its product line into three sections. There are six beers in the ‘Year Round’ selection including ‘Loose Cannon’, the company’s flagship beer. There are four beers in the ‘Seasonal’ selection, but perhaps the most interesting are the five beers that make up the product group called ‘Uncharted Waters’.

These are the most creative of Heavy Seas’ beers and have been infused with different flavors and aged in unusual woods or barrels. These products help keep the Heavy Seas brand unique at a time when new craft beers are constantly appearing on the market.

Heavy Seas is a brand that likes to give back. They are partnered with the Ocean Research Project and are holding regular events to raise funds for their chosen non-profit for 2014.

In addition to their charity work Heavy Seas also like to give back to their customers. They know that many beer drinkers are extremely interested in the brewing process, which is why they offer free tours of the Heavy Seas brewery almost every Saturday. There are usually four free tours on a Saturday and they’re extremely popular and fill up quickly.

Many other brewery’s offer tours, but most charge for the privilege.

It’s nice to see Heavy Seas offering them for free.

Company: Heavy Seas Industry: Brewing Opened: 1995 Founder: Hugh Sisson Area Served: United States Website: hsbeer.com 34 • CorporateAmerica • November 2014

www.corporateamerica-news.com

City Focus /Baltimore

Company: Greetings & Readings Industry: Retail Opened: 1969 Founders: Phyllis and Norton Baum Location: Hunt Valley Towne Centre, 118-AA Shawan Rd, Hunt Valley, Maryland 21030 Website: greetingsandreadings.com

In an age where massive online businesses dominate the book, card and gift market, it’s good to see an independent store thriving. Greetings & Readings is located in Hunt Valley, part of Baltimore County, and is Maryland’s premier independent gift store.

Greetings & Readings dates back to 1969, when the Baum family opened up a small book and card shop.

It’s fair to say that they’ve come a long way. In 2005 they moved to their current Hunt Valley location, a 30,000 square foot store filled with great books and all sorts of gifts.

Part of what makes Greetings & Readings such a great store is the importance they place on customer service. Steven Baum, son of the original founders (Phyllis and Norton Baum) and company president is quoted on the company website as saying, “Our staff know books, they care about books and they care about the customers.” Anyone who has ever visited the store will know this is true.

Greetings & Readings is a member of the American Booksellers Association IndieBound initiative.

The aim of this is to encourage people to shop locally in an effort to keep more money in the community, protect the environment and increase consumer choice in the area.

The company gets involved in the local community in many other ways too. They support Literacy Works, Inc., a non-profit set-up to increase adult literacy in Baltimore. They also work with the local chapter of Habitat for Humanity.

Greetings & Readings also puts on regular story readings for children at their Hunt Valley store. Many of these readings are even hosted by local authors. It’s great to see that the local community is at the heart of so much of what they do.

November 2014 • CorporateAmerica • 35

www.corporateamerica-news.com

Philanthropy

The Billionaires Making a Difference In the first of our regular features on philanthropy, Corporate America takes a look at some of the world’s richest individuals who are using their wealth for good.

36 • CorporateAmerica • November 2014

www.corporateamerica-news.com

Philanthropy In July, Warren Buffett, the American billionaire, donated US$2.8bn to non-profit organization the Bill and Melinda Gates Foundation, as well as several other charities, as part of his annual giving pledge.

The donation includes 16.59 million shares of Berkshire Hathaway, the multinational conglomerate holding company of which Buffett is the founder, worth US$2.1bn, and is aimed at causes such as ending world poverty and aiding US schools. It breaks Buffet’s annual personal philanthropy record of US$2.6m, which he gave in 2013, and takes his personal fortune from US$65.9bn down to US$63.1bn.

Buffett, who has pledged to give away 99% of his fortune, has given away nearly US$23bn so far. Buffett and Bill Gates (who is the world’s top giver with donations totalling US$28bn to date) are the world’s most generous philanthropists as well as the leading advocates of giving to other fellow billionaires.

Let’s take a look at some of the other billionaires who are using their wealth to make a difference in the world.

George Soros A list of Soros’ philanthropic activities on the web site of the Open Society Foundations, the Hungarian-born American business magnate, investor, and philanthropist’s network of grant-making operations, spans 500 pages.

Soros, whose net worth is US$23bn, has been active as a philanthropist since the 1970s, when he began providing funds to help black students attend the University of Cape Town in apartheid South Africa, and began funding dissident movements behind the iron curtain. To date he has donated more than $6 billion to various causes.

Wang Jianlin Ranked by Forbes magazine as the richest man in China, with a net worth of US$14.7bn, Wang Jianlin, chairman of Dalian Wanda Group, a conglomerate company with activities in real estate, tourism, hotels, and entertainment, has donated more than US$1.6bn, mostly focused on charitable causes in his native country.

These causes have included the reconstruction of a historic temple in the city of Nanjing, and an effort to improve the Chinese soccer system by investing US$78m in the Chinese Soccer Association over three years.

3Mark Zuckerberg and Priscilla Chan

The Facebook founder (net worth US$29.7bn) and his wife were named joint top US philanthropists for 2013 after a donation of 18 million Facebook shares, worth more than US$970m, to a Silicon Valley foundation.

Over the past two years, Zuckerberg and Chan have donated about 36 million Facebook shares to the Silicon Valley Community Foundation, a charity that manages and distributes charitable funds. The shares have helped to make the foundation one of the largest in the US. Funds have broadly been distributed to education and health, an example being the US$5m being distributed to a health clinic in the Californian city of East Palo Alto.

Azim Premji The chairman of Wipro Limited, a multinational IT consulting and system integration services company, headquartered in Bangalore, India, has, throughout the years, donated more than US$2bn to various education and healthcare causes.

In 2001, Premji, whose net worth is US$15.2bn, founded the Azim Premji Foundation, a non-profit organization which operates across a numer of Indian states, with a vision to significantly contribute to achieving quality universal education that facilitates a just, equitable, humane and sustainable society. The foundation has worked largely in rural areas to help contribute to the improvement of quality and equity of school education.

Li Ka Shing The Hong Kong business magnate and investor, whose net worth is US$34.4bn, has, through the Li Ka Shing Foundation, pledged to donate one-third of his assets to support philanthropic projects.

The Li Ka Shing Foundation supports projects that promote social progress through expanding access to quality education and medical services and research, encouraging cultural diversity and community involvement. Li has called for other Asian entrepreneurs to do the same, in the hope of changing the traditional notion of passing wealth through lineage.

Frederic Legrand / Shutterstock.com

November 2014 • CorporateAmerica • 37

www.corporateamerica-news.com

Corporate America /Deals

Deals

38 • CorporateAmerica • November 2014

Here at Corporate America, we like to keep you up to date with what’s happening in your industry, giving you the lowdown on the need-to-know sales, mergers and acquisitions taking place across the US. Which is why we’d like to welcome you to our regular monthly roundup of the biggest, most newsworthy deals from the past month.

www.corporateamerica-news.com

Corporate America /Deals Industrials / Acquisition

Merck KGaA to Acquire Sigma-Aldrich The numbers: $17bn

Merck KGaA, a leading company for innovative and top-quality high-tech products in the pharmaceutical, chemical and life science sectors, and Sigma-Aldrich today announced that they have entered into a definitive agreement under which Merck KGaA, Darmstadt, Germany, will acquire Sigma-Aldrich, establishing one of the leading players in the $130bn global life science industry.

Merck KGaA, Darmstadt, Germany, will acquire all of the outstanding shares of Sigma-Aldrich for $140 per share in cash. The agreed price represents a 37% premium to the latest closing price of $102.37 on September 19, 2014, and a 36% premium to the one-month average closing price.

Germany’s EPS pre and EBITDA margin. Merck KGaA, Darmstadt, Germany, expects to achieve annual synergies of approximately €260m (approximately $340m), which should be fully realized within three years after closing.

Karl-Ludwig Kley, Chairman of Merck KGaA, Darmstadt, Germany’s Executive Board said:

“This transaction marks a milestone on our transformation journey aimed at turning our three businesses into sustainable growth platforms.

“For our life science business it’s even more than that: it’s a quantum leap. In one of the world’s key industries two companies that fit perfectly together have found each other to present a much broader product offering to our global customers in research, pharma and biopharma manufacturing and diagnostic and testing labs.”

Industrials / Acquisition

TMT / Acquisition

ZF Friedrichshafen to Acquire TRW The numbers: $13.5bn

TRW Automotive Holdings Corp has announced it has entered into a definitive agreement with ZF Friedrichshafen AG (“ZF”) under which ZF will acquire all outstanding shares of TRW for US$105.60 per share in an all-cash transaction valued at approximately US$13.5 billion on an enterprise value basis.

The acquisition price represents a premium of approximately 16% and 15% over TRW’s undisturbed closing stock price of $91.40 on July 9, 2014 and alltime undisturbed high price of $91.62 on July 7, 2014, respectively, and a 7.6x multiple of TRW’s adjusted EBITDA for the 12 months ended June 27, 2014.

The agreement has been unanimously approved by TRW’s Board of Directors and ZF’s Supervisory Board and Management Board.

The transaction will create a global leader in the automotive supplier business with pro forma combined sales of approximately €30bn ($41bn) and 138,000 employees. The combined company will be well positioned to capitalize on favorable megatrends in

the automotive industry by bringing together complementary product offerings and leading technology positions that serve high-growth areas such as fuel efficiency, increased safety requirements, and autonomous driving. ZF has stated that TRW will be operated as a separate business division within ZF.

John C. Plant, Chairman and CEO of TRW said: “We have long respected ZF as a very successful company in our industry with similar values and focus on innovation.

This transaction provides significant benefits for our shareholders who will receive full and certain value for their shares, as well as for our employees, customers and communities, all of which will reap the benefits of being part of a larger, more diversified global organization.

Our employees have shown admirable dedication in growing TRW into the formidable company it is today, and our strong performance is a testament to their hard work.”

SAP to Acquire Concur, Expanding the World’s Largest Business Network The numbers: $8.3bn

SAP SE and Concur Technologies, Inc. have announced that SAP’s subsidiary, SAP America, Inc., has entered into an agreement to acquire Concur. With more than 23,000 customers, 4,200 employees and 25 million active users in over 150 countries, Concur is the leader in the multi-billion space for travel and expense (T&E) management software. With Concur, SAP’s business network – the world’s largest – will transact more than $600bn annually, deliver frictionless commerce across more than 25 different industries and address annual corporate travel spend of $1.2tn worldwide.

The Concur board of directors has unanimously approved the transaction, which is expected to close in the fourth quarter 2014 or the first quarter 2015, subject to Concur stockholder approval, clearances by the relevant regulatory authorities and other customary closing conditions. The per-share purchase price of $129 represents a 20% premium over the September 17 closing price, a 21% premium over the one month volume weighted average

price per share and an enterprise value of approximately $8.3bn. The transaction will be funded from a credit facility agreement of up to €7bn to cover the purchase price, target debt refinancing and acquisition-related costs. The company has undergone an external credit rating process with two agencies. The results of this process will be published shortly.

Bill McDermott, CEO of SAP said: “The acquisition of Concur is consistent with our relentless focus on the business network.

“We are making a bold move to innovate the future of business within and between companies. With Ariba, Fieldglass and Concur, SAP is the undisputed business network company. We are redefining how businesses conduct commerce across goods and services, contingent workforces, travel and entertainment. With the SAP HANA platform, the possibilities to innovate new business models around Concur and the network are limitless.”

November 2014 • CorporateAmerica • 39

www.corporateamerica-news.com

Corporate America /Deals Health Care / Acquisition

Roche Announces Acquisition of US Biotech Firm InterMune The numbers: $8.3bn

Roche and InterMune, Inc. have announced they have entered into a definitive merger agreement for Roche to fully acquire InterMune at a price of $74.00 per share in an all-cash transaction. This offer represents a premium of 38% to InterMune’s closing price on August 22, 2014 and a premium of 63% to InterMune’s unaffected closing price on August 12, 2014. The merger agreement has been approved by the boards of InterMune and Roche.

Under the terms of the merger agreement, Roche will commence a tender offer no later than August 29, 2014, to acquire all outstanding shares of InterMune common stock, and InterMune will file a recommendation statement containing the unanimous recommendation of the InterMune board that InterMune’s shareholders tender their shares to Roche. The transaction is expected to be neutral to core earnings per share in 2015 and accretive from 2016 onwards.

Severin Schwan, CEO of Roche, said:

“We are very pleased that we reached this agreement with InterMune. Our offer provides significant value to InterMune’s shareholders and this acquisition will complement Roche’s strengths in pulmonary therapy. We look forward to welcoming InterMune employees into the Roche Group and to making a difference for patients with idiopathic pulmonary fibrosis, a devastating disease.”

Consumer / Acquisition

Real Estate / Acquisition

Washington Prime Group Inc. to Acquire Glimcher Realty Trust

Electrolux Acquires GE Appliances

Washington Prime Group Inc. and Glimcher Realty Trust have announced that they have entered into a definitive agreement under which WPG will acquire Glimcher in a stock and cash transaction valued at $14.20 per Glimcher common share.

AB Electrolux has announced it has entered into an agreement to acquire the appliances business of General Electric (GE Appliances), one of the premier manufacturers of kitchen and laundry products in the United States.

The numbers: $4.3bn

The total transaction value, including the assumption of debt, is approximately $4.3bn. The new company will be comprised of approximately 68 million square feet of gross leasable area and will have a combined portfolio of 119 properties.

Under the terms of the transaction, which has been unanimously approved by the Board of Directors of WPG and the Board of Trustees of Glimcher, Glimcher shareholders will receive, for each Glimcher share, $10.40 in cash and 0.1989 of a share in WPG stock at closing. The stock portion of the consideration is valued at $3.80, based on the 10-day volume weighted average price of WPG common stock prior to the date of the agreement.

40 • CorporateAmerica • November 2014

Additionally, as part of the transaction, Simon Property Group, Inc. (“Simon”) has entered into a definitive agreement under which Simon will acquire Jersey Gardens in Elizabeth, New Jersey and University Park Village in Fort Worth, Texas, properties currently owned by Glimcher, for an aggregate cash purchase price of $1.09bn. Completion of the sale of these properties to Simon will occur concurrent with the closing of the acquisition of Glimcher by WPG.

Mark Ordan, Chief Executive Officer of WPG said:

“We went public just three months ago, expecting to utilize our strong platform, relationship with Simon, cash flow and investment grade balance sheet to grow. This transaction with Glimcher checks every box, very early in our company’s trajectory.”

The numbers: $3.3bn

The acquisition enhances Electrolux’s position as a global player in home appliances, offering an unparalleled opportunity to invest in innovation and growth, which will benefit consumers, retailers, employees and shareholders.

Keith McLoughlin, President and CEO of Electrolux said:

“This is an historic moment and important strategic move for the Electrolux Group, which takes our company to a new level in terms of global reach and market coverage.

GE’s premium, high-quality appliances complement our own iconic brands and will enhance our presence in North America.

“The acquisition, which is our largest ever, strengthens our commitment to the appliance business and also provides Electrolux with the scale and opportunity to accelerate our investments in innovation and global growth.”

www.corporateamerica-news.com

Corporate America /Deals Real Estate / Strategic Partnership

Support Services / Acquisition

Alliance Data to Acquire Ad Tech Leader Conversant The numbers: $2.3bn

Alliance Data Systems Corporation, a leading global provider of data-driven marketing and loyalty solutions, and Conversant, Inc, a leading digital marketing company, have announced the execution of a definitive agreement whereby Alliance Data will purchase Conversant.

Under the terms of the agreement, Alliance Data will acquire all outstanding shares of Conversant for a combination of cash and stock valued at approximately $35 per Conversant share. The purchase price, structured to be paid with approximately 48% cash and 52% ADS shares, represents 10x Conversant’s expected forward adjusted EBITDA of $230m for 2015.

The transaction is subject to regulatory approval and customary closing conditions, and is expected to close by year end. The transaction has been unanimously approved by the boards of directors of the two companies.

Alliance Data expects substantial accretion from the transaction: approximately $0.50 and $0.75 to core EPS in year 1 and year 2, respectively, excluding transaction costs.

Importantly, no revenue or cost synergies have been factored into the accretion estimates. Post-closing, Conversant will operate as part of Epsilon.

Ed Heffernan, Alliance Data’s chief executive officer said:

“The strategic and cultural fit of the two companies is ideal. Importantly, the acquisition bulks up Alliance Data in digital marketing, which is experiencing the fastest secular growth. I am also excited about leveraging Conversant’s digital capabilities across the entire Alliance Data organization. I believe this combination will boost demand for Conversant’s products and also potentially drive growth rates with existing clients at Epsilon and all other Alliance Data businesses.”

Boston Properties Agrees to Sell a 45% Interest in Each of 601 Lexington Avenue, Atlantic Wharf Office Building and 100 Federal Street The numbers: $1.5bn Real estate investment trust, Boston Properties, Inc. has announced that it has entered into a binding purchase and sale agreement to sell a 45% interest in each of 601 Lexington Avenue in New York City, and Atlantic Wharf Office Building and 100 Federal Street in Boston to affiliates of Norges Bank Investment Management for a gross purchase price of approximately $1.5 billion in cash, which is based upon an aggregate valuation for the assets of approximately $4.06 billion.

Boston Properties and affiliates of Norges Bank Investment Management will form a joint venture for each property upon closing, and Boston Properties will retain property and leasing management for the ventures.

Following the closing, Boston Properties will continue to include all of the assets and liabilities and results of operations of the properties owned by the joint ventures in its

consolidated financial statements, and Norges Bank Investment Management’s interests will be reflected in non-controlling interests. The accompanying table presents the projected financial impact and reporting implications of this transaction. There can be no assurance that actual results will not differ materially from those projections.

Owen D. Thomas, Boston Properties’ Chief Executive Officer said:

“We are delighted to expand our very important relationship with Norges Bank Investment Management, a leading global investor, through this partnership on three of our high-quality assets in New York and Boston.

This transaction represents an important step in executing our current strategy of recycling capital from existing assets into new development.”

Industrials / Acquisition

Balfour Beatty Announces Sale of Parsons Brinckerhoff to WSP Global Inc. The numbers: $1.35bn

Balfour Beatty has announced the sale of its professional services division, Parsons Brinckerhoff, to WSP Global Inc. Upon completion of the sale, the cash proceeds are intended to be used, after deductions of transaction taxes, fees and other transactional costs of approximately £50m, together with certain separation-related costs of approximately £30m, as follows: • Up to £200 million to be returned to shareholders; • Approximately £85 million to reduce the Group’s pension fund deficit; and • The balance to be retained by the Group to ensure a strong balance sheet and provide increased financial flexibility.

The competitive sale process has demonstrated the value of the Parsons Brinckerhoff business within a rapidly consolidating global professional services sector. The consideration of £820m, less £67m of cash retained within Parsons Brinckerhoff, represents a multiple of 11x underlying EBITDA for the year ended 31 December 2013.

Goldman Sachs International acted as lead financial adviser to Balfour Beatty.

BofA Merrill Lynch also provided financial advice in relation to the transaction.

Steve Marshall, Executive Chairman of Balfour Beatty said: “The Board believes that the sale price of £820 million delivers both a significant return on our original investment and a compelling level of value creation for shareholders - which remains the key focus of the Board.

“The sale of Parsons Brinckerhoff follows the recent revaluation of our investments portfolio, which underlines the potential of this division to create value internally and across the Group. In the US, our core construction business is well positioned in a recovering market. In the UK we see the potential for margins to progressively recover to peer group levels. Our services business, meanwhile, is well placed to benefit from the growing investment in infrastructure. Together, these elements will provide a strong foundation for an incoming Group CEO to take the company forward.”

November 2014 • CorporateAmerica • 41

www.corporateamerica-news.com

Corporate America /Deals Real Estate / IPO

Industrials / Acquisition

American Securities-owned FMSA’s IPO The numbers: $1.07bn

FMSA Holdings Inc., owned by private equity firm American Securities LLC, said it expected its initial public offering to be priced at $21-$24 per share, raising up to $1.07 billion.

in the six months ended June 30, from a year earlier. Revenue rose about 40% to $629.2m.

The company, which provides sand and sand-based products to oil and gas exploration and production companies, will be valued at about $3.87bn at the top end of the expected price range.

Morgan Stanley, Wells Fargo Securities and Barclays are among the major underwriters for the offering.

FMSA intends to list its common stock on the New York Stock Exchange under the symbol ‘FMSA’.

Net income attributable to the Ohiobased company rose 14.4% to $78.5m

Consumer / Acquisition

Rakuten Near to Buying Cashback Shopping Site Operator Ebates The numbers: $1bn

42 • CorporateAmerica • November 2014

Sensata Technologies Holding’s wholly owned indirect subsidiary Sensata Technologies B.V. has reached an agreement to acquire the Schrader group of companies from Madison Dearborn Partners.

Schrader is headquartered in Denver, Colorado and has sales and engineering offices in the United States, the United Kingdom, Germany, China, Japan and South Korea. Manufacturing facilities are located in the United States, United Kingdom, France, Brazil and China. The company employs 2,500 people globally, including over 300

American Securities’ stake would drop to 33.2% from 53.3% if the underwriters exercise their full options.

Rakuten is the global pioneer of the B2B2C marketplace shopping model, which aims to empower merchants and deliver the world’s most engaging shopping experience.

Rakuten also offers one of the most successful loyalty programs on the Web with Rakuten Super Points.

Similarly, Ebates is the pioneer and leader in online cash back shopping, which rewards shoppers with cash back on purchases while also providing access to thousands of coupons, discounts, promotions and special deals, including free shipping, at over 2,600 retailers. In 2013, members spent over $2.2 billion shopping through Ebates. Together, Rakuten and Ebates will be able to offer its members the most empow-

The numbers: $1bn

Schrader is a player in tire pressure monitoring sensors (TPMS). The transaction provides TPMS and additional low pressure sensing capabilities that address large and fast growing sensing markets and adds to Sensata’s sensing position. The transaction is subject to regulatory approval and is expected to close during the fourth quarter of 2014.

American Securities, through its affiliate ASP FML Holdings LLC, is selling all the 44.5 million shares in the offering.

Rakuten, Inc. has announced that it has agreed to acquire Ebates Inc. (hereinafter “Ebates”), provider of the largest cash-back shopping web site in North America. The Company will hold 100% of Ebates outstanding voting stock.

Sensata Technologies Acquires Schrader International

ering—and rewarding—shopping experience available anywhere.

Hiroshi Mikitani, Rakuten Founderand CEO said:

“The combination of Rakuten and Ebates is entirely unique and will revolutionize e-commerce.

“This is all about the consumer and we are excited to be able to empower our members with even more ways to enjoy shopping on Rakuten and Ebates. Combined, Rakuten and Ebates will be able to offer our members access to what will undoubtedly be the world’s largest selection of products across the broadest range of categories. It will also give our members the greatest incentives to keep shopping.”

engineers. Schrader is expected to generate approximately £550m in revenue in 2014.

Martha Sullivan, Sensata Technologies President and Chief Executive Officer said:

“The acquisition of Schrader extends Sensata’s leadership position in pressure sensing and provides further access to a rapidly growing $2bn low pressure sensor market where the largest current opportunity is in TPMS. “Additionally, Schrader’s expertise in MEMS sensing, wireless communications and ASIC design will be highly complementary; we are excited to welcome this talented team into Sensata’s global organization.”

www.corporateamerica-news.com

Corporate America /Deals Consumer / Acquisition

Health Care / Sale

Swander Pace Capital Finalizes Sale of Insight Pharmaceuticals The numbers: $750m

The transaction includes ADM’s three North American chocolate plants, located in Milwaukee (Wis.), Hazleton (Penn.), and Georgetown (Ontario), and three in Europe: Liverpool (U.K.), Manage (Belgium) and Mannheim (Germany). These new facilities will extend and complement Cargill’s existing chocolate footprint across North America, Europe, Asia and Brazil, and increase production capacity, particularly in North America.

Mo Stout, Managing Director at SPC said: “Through focused brand development, cost improvements, and strategic acquisitions, we were able to grow the company’s sales by more than 150% and provide an exceptional return on investment for our investors “This sale is the culmination of a successful five-year partnership to build a world-class OTC company. During our ownership, Insight grew sales from approximately $80m to more than $200 million. We want to thank the management team at Insight for all of their hard work in creating significant value for the company’s stakeholders.”

Cargill’s product portfolio will also add ADM’s Ambrosia®, Merckens® and Schokinag® brands. Upon completion Cargill will gain approximately 700 new employees.

Consumer / Acquisition

The numbers: $425m

The closing of the acquisition, which is conditioned on the prior satisfaction of customary closing conditions and is subject to expiration or termination of the applicable waiting period under the Hart-Scott-Rod-

The combined business will be able to offer enhanced capabilities and broader product ranges to support the long-term needs of the chocolate market. There will also be real benefit to customers’ final products through access to Cargill’s extensive application capability and deep understanding and experience of texturizers, oils, fats and sweeteners.

Bryan Wurscher, President Cargill Cocoa and Chocolate North America said: “This acquisition is a major milestone in Cargill’s chocolate growth strategy and will help us better serve our customers in North America and Europe.

“It will bring together great people with a deep passion and commitment to producing excellent chocolate. Our customers will benefit from a broader product portfolio, greater access to innovation and product development support.”

Health Care / Fund Raising

Mattress Firm to Acquire Sleep Train

As further consideration, the Company has agreed to assume certain additional liabilities totaling approximately $15m. Sleep Train operates approximately 310 specialty mattress retail stores located in California, Oregon, Washington, Idaho, Nevada and Hawaii, and reported net sales of $471m for the 2013 fiscal year.

The numbers: $440m

Cargill has agreed to purchase Archer Daniels Midland Company’s global chocolate business. The acquisition is an excellent fit with Cargill’s existing chocolate business and brings together two organizations with strong talent, broad customer bases and extensive research and development capabilities.

Swander Pace Capital (SPC), a leading private equity firm specializing in investments in consumer products companies, has finalized its sale of over-the-counter (OTC) products portfolio company Insight Pharmaceuticals (Insight) to Prestige Brands Holdings (NYSE: PBH) for $750m. The sale of Insight represents the firm’s second successful platform investment in the OTC industry.

Mattress Firm Holding Corp, the leading specialty retailer of mattresses and related products and accessories in the United States has announced that it has entered into an agreement to acquire all of the outstanding equity interests in The Sleep Train, Inc., the leading West Coast based bedding specialty retailer, subject to working capital and other customary adjustments.

Cargill to Buy ADM’s Chocolate Business

ino Antitrust Improvements Act and other regulatory approvals, is expected to occur by the end of the fourth fiscal quarter of 2014. The purchase price payable to the selling shareholders will be reduced by certain payment obligations of Sleep Train, including the repayment of certain indebtedness of Sleep Train.

Steve Stagner, Mattress Firm’s President and Chief Executive Officer said: “This unique and transformational opportunity will meaningfully enhance Mattress Firm’s position within the specialty retail bedding industry.

“The acquisition of Sleep Train will establish Mattress Firm as the first border to border, coast to coast multi-brand mattress specialty retailer in the United States, with pro forma sales approaching $2bn a year.

It allows us to share best practices and integrate two industry leading management teams, positioning Mattress Firm for accelerated growth.”

Goldman Sachs-Led Investor Group Backs Privia Health for National Expansion The numbers: $400m

An investor group led by an affiliate of Goldman Sachs & Co. is funding the national expansion of Privia Health, LLC, a Virginia-based physician practice management and population health technology company serving independent physicians and large physician groups in partnership with managed care organizations and self-insured health plans. As one of the fastest growing physician organizations in the country, Privia will prioritize its expansion in the Virginia, Maryland, DC, New York, Atlanta, Florida, Texas, and other rapidly evolving markets.

Privia will align with other complementary portfolio companies within the Stamford, CT based holding company, Brighton Health Group, led by Chairman and CEO Bill Sullivan. Privia will continue to be operated and led by Founder & CEO Jeff Butler and President Dave Rothenberg, who together will drive the national expansion of the Privia business. Jeff Butler has also joined the board of Brighton Health.

Privia’s high-performance physician

practice (Privia Medical Group), accountable care organization (Privia Quality Network), and population health management programs help doctors get rewarded for delivering high value care. Privia’s turnkey platform enables providers to gain access to sophisticated technology, modern care management systems, and relationships with national payers - giving them the infrastructure and resources they need to remain independent and succeed in performance-based reimbursement arrangements.

T.J. Carella, Global Head of Healthcare Investing for Goldman Sachs’ Merchant Banking Division said: “Goldman Sachs and our Brighton Health partners are excited to be supporting the continued expansion of Privia.

“Jeff and his team have developed a truly innovative company committed to helping physicians improve their practice operations and, in so doing, provide better care for their patients.”

November 2014 • CorporateAmerica • 43

www.corporateamerica-news.com

Corporate America /Deals Health Care / Acquisition

TMT / Acquisition

Heartland Payment Systems Acquires Touchnet Information Systems, Inc.

Mylan to Acquire U.S. Rights to Arixtra Injection from Aspen

Heartland Payment Systems, one of the nation’s largest payment processors and leading provider of merchant business solutions, has announced that the Company has completed the acquisition of TouchNet Information Systems, Inc., an integrated commerce solutions provider to higher-education institutions.

Mylan Inc. today announced that its subsidiary Mylan Ireland Limited has entered into an agreement to acquire the U.S. commercialization, marketing and intellectual property rights relating to Arixtra® (fondaparinux sodium) Injection and the authorized generic (AG) of Arixtra from Aspen Global Incorporated.

The numbers: $375m

TouchNet adds over 600 higher education clients serving over six million students – nearly one-third of the higher-education enrollment in the United States – to Heartland’s Campus Solutions business.

When combined with Heartland’s existing portfolio of payments, loan servicing and other campus solutions, the acquisition makes Heartland the largest provider of integrated commerce solutions to the higher-education market.

Daniel Toughey, President of TouchNet Information Systems, said:

“This is great news for our many loyal clients, employees and partners.

Heartland is a highlyrespected, people-oriented company with a strong vision for the future of electronic payments.

“For 25 years, we have been carefully building a technology success story and joining forces with the Heartland team will allow us to expand our growth opportunities, which benefits the community in Kansas City, where TouchNet’s existing 180 employees will remain.”

TMT / Acquisition

The numbers: $300m

Arixtra is indicated for the prophylaxis of deep vein thrombosis (DVT), which may lead to pulmonary embolism (PE) in patients undergoing hip fracture surgery, including extended prophylaxis, hip replacement surgery, knee replacement surgery or abdominal surgery who are at risk for thromboembolic complications.

Mylan already is selling Arixtra in the U.S. through an interim distribution arrangement with Aspen and Apotex is currently selling the AG of Arixtra, which will be transitioning to Mylan Institutional by year end.

Mylan will pay Aspen $225m upon completion of the transaction. An

additional $75m will be held in escrow and released upon satisfaction of certain conditions. Aspen will supply Arixtra and the AG of Arixtra to Mylan, subject to certain terms and conditions. The transaction is subject to regulatory clearances. All other terms of the agreement remain confidential. The transaction will be immediately accretive to Mylan’s adjusted earnings.

Heather Bresch, Mylan CEO said:

“DVT/PE is a serious health concern that is estimated to affect up to 600,000 people in the U.S. The addition of Arixtra is an attractive opportunity to broaden the range of therapeutic categories we market in the U.S., in both the hospital and retail settings, and bolster our growing portfolio of complex injectables to better meet our customers’ needs.”

Support Services / Acquisition

Cox Enterprises Adds Experience to Portfolio of Companies

Sage North America Announces Intent to Acquire PayChoice

Cox Enterprises, Inc. has announced the acquisition of Experience, a mobile technology company that enables fans to upgrade their seats and enjoy VIP opportunities at sporting events, concerts and live events, creating oncein-a-lifetime memories.

Sage North America has announced an agreement to acquire privately-held PayChoice, a leading provider of payroll solutions for small and medium-sized businesses (SMBs).

This acquisition will help Sage create greater value and peace of mind for SMBs by extending the company’s portfolio of offerings to now provide its customers with easy to use online payroll solutions with seamlessly integrated services.

The numbers: $200m

Experience is the first company created through a partnership announced in early 2013 by Jim Kennedy, chairman of Cox Enterprises, and technology entrepreneur Tripp Rackley. The deal comes 20 months after Cox, a media, telecommunications and automotive services conglomerate, announced plans to invest in and develop tech growth companies as part of its portfolio.

Jim Kennedy, Chairman of Cox Enterprises said: “Cox Enterprises has a long history of successfully developing and operating innovative businesses,” said Kennedy. “We formed a unique partnership with Tripp Rackley to develop pioneering and cuttingedge technology companies. We have achieved that goal.”

44 • CorporateAmerica • November 2014

The numbers: $157.8m

of PayChoice, Sage will take an industry-leading position for online payroll solutions to small businesses, accountants and financial institutions. The transaction is expected to close in October and is subject to customary closing conditions.

Pascal Houillon, President and CEO, Sage North America said:

“PayChoice is an excellent Based in Mt. Laurel, New Jersey, business, with a strong PayChoice provides full-service management team, attractive cloud and self-service payroll and HR platform and a proven business services to more than 100,000 SMBs model based on supporting the in the U.S., and has been serving the SMB market for more than 20 needs of small and medium-sized years. PayChoice enjoys high levels businesses and licensees. of customer satisfaction through a strong focus on customer experience and their range of payroll service solutions. PayChoice service solutions are delivered in real time via the Cloud, are flexible, and scale easily as businesses grow and their needs change. With the acquisition

“We are excited about the growth opportunity that the combination of Sage and PayChoice creates in this market and delighted to welcome the management and staff of PayChoice to Sage.”

www.corporateamerica-news.com

Corporate America /Deals TMT / Fund Raising

Magnitude Software Secures Funding, Led by Audax Group The numbers: $100m

Magnitude Software, a leading provider of Enterprise Information Management (EIM) software, today announced it has secured capital investment led by Audax Group, a leading middle market private equity firm, and a significant personal investment by Chris Ney, the company’s chairman and chief executive officer. Magnitude Software will use the investment to further build the company through product innovation, organic growth and strategic acquisitions.

According to Gartner revenue forecasts, the addressable market segments for Magnitude Software products is an $18.2bn market which is projected to grow at a combined 7.9% CAGR to $26.7bn by 2018.

Magnitude Software was formed in a merger of equals between business intelligence leader, Noetix and data management leader, Kalido. Today the company serves more than 600 global enterprise customers with over 200,000 users, enabling them to manage data as an enterprise asset.

The company’s offerings include solutions for business intelligence, data warehousing, reporting, analytics and master data management. The additional capital investment will enable Magnitude Software to expand its product offering footprint by building and buying products that complete the end-to-end information management experience for customers.

Chris Ney, Magnitude Software CEO said: “Our goal is to build a unique culture of innovation to address customer business problems and meet the technology demands of the evolving EIM market “Every company is under increasing pressure to manage and govern information across the enterprise, and to deliver this information faster and more consistently than ever before. This investment, coupled with our laser focus on customer success, presents us with an incredible opportunity to deliver unprecedented product and services innovation to customers in every industry in this high-growth EIM market.”

Support Services / Fund Raising

Support Services / Series C Funding

IEX Group in Push to Become a Stock Exchange

GlobalTranz Secures Funding

New York-based upstart trading venue IEX Group has raised funding from a wide range of investors to help fund its efforts to become a registered U.S. stock exchange and to explore other opportunities.

GlobalTranz, one of the fastest growing companies in the transportation management and logistics industry, announced the completion of Series C funding by Providence Equity and Susquehanna Growth Equity.

The numbers: $75m

IEX has previously operated as an alternative trading system but the company now aims to become a stock exchange and has grown quickly since being featured in author Michael Lewis’ book “Flash Boys: A Wall Street Revolt,” as a place for brokers to trade stocks without worrying about being ‘frontrun’ by other traders with faster technology.

IEX only accepts funding from so called “buy-side” firms – institutional investors and fund companies, as well as individuals and private equity. The company said its latest round of financing was led by boutique venture capital firm Spark Capital, and included Bain Capital Ventures, MassMutual Ventures, which is

the venture capital arm of Massachusetts Mutual Life Insurance Company, and investment manager Franklin Resources.

Brad Katsuyama, IEX Chief Executive said:

“Our intention from day one was to challenge the status quo by building a market that prioritizes the needs of traditional investors and issuer companies.

“We are encouraged by our recent growth, which has been driven by both investors and their brokers.

This additional capital enables us to build and operate a world-class stock exchange.”

The numbers: $40m

The investment in GlobalTranz was led by Mark Hastings of Providence Equity, who will be joining the Board of Directors of GlobalTranz.

Susquehanna Growth Equity, or “SGE”, focuses on making investments in high-potential technology businesses across a range of sectors, and has a practice area focused on supply chain and logistics technology.

Ben Weinberg of SGE said: “We are excited to have the opportunity to team up with Andrew and the GlobalTranz team. We have been impressed by the growth that the team has been able to consistently deliver and look forward to working alongside in the future.”

November 2014 • CorporateAmerica • 45

www.corporateamerica-news.com

Out of Office

A Different

Beast

With its new 2015 Challenger SRT Hellcat, Dodge is racing to the front line of the horsepower wars and giving its owners full-on bragging rights at the drag strip.

The Dodge Challenger SRT Hellcat, which will start arriving in dealerships in the third quarter of 2014, is, quite simply, the fastest muscle car ever made.

“The new 2015 Dodge Challenger raises the bar to a level some of us never thought we’d see,” says Tim Kuniskis, president and CEO, Dodge and SRT Brands. “With the new Challenger SRT Hellcat, we’re reaching deep into our history and bringing back the notion from the muscle car era of the street and strip dual-purpose car.”

The fastest muscle car ever (proof of its drag strip credentials can be seen in its National Hot Rod Association-certified quarter-mile elapsed time of 11.2 seconds at 125mph, or just 10.8 seconds at 126mph when fitted with drag radials) is also the most powerful muscle car ever, thanks to the Challenger SRT’s HEMI Hellcat engine, which delivers an unprecedented 707 horsepower and 650 lb.-ft. of torque.

“Not only can Challenger run 10 seconds on the drag strip, but you can also fit your family and drive cross country. This new 2015 Dodge Challenger is the ultimate GT muscle car,” says Kuniskis.

In addition to the awe-inspiring 707 horsepower of the new Hellcat HEMI, the new Challenger has been redesigned and totally re-engineered to be the most true-to-form muscle coupe on the market, with performance-enhancing technologies inside and out. That includes the new TorqueFlite eight-speed automatic transmission or six-speed manual and an all-new interior inspired by the classic 1971 Challenger.

Pricing for the Hellcat-equipped Challenger has not been announced. But we can probably expect the Challenger to fall somewhere between its nearest rivals, Ford’s US$55,000 Shelby Mustang and Chevy’s US$72,000 Camaro Z/28.

46 • CorporateAmerica • November 2014

www.corporateamerica-news.com

Out of Office

November 2014 • CorporateAmerica • 47

www.corporateamerica-news.com

Out of Office

Buying a Ticket

to Space

Space tourism opportunities have, until fairly recently, been severely limited – not to mention staggeringly expensive.

But a number of companies are now starting to offer the chance of a truly out-of-this-world experience.

62 miles – the altitude one has to reach to be called an astronaut US$20-40 million – the amount paid by each of the seven tourists to have visited space so far US$95,000 – price of a ticket to space with XCOR Aerospace US$250,000 – price of a ticket to space with Virgin Galactic Around 500 – the number of people who have visited space since 1961 US$4 billion – the cost per year of NASA’s space shuttle program before its retirement in 2011 US$150 billion – cost of building the International Space Station 17,100 mph – average orbit speed of the International Space Station

48 • CorporateAmerica • November 2014

www.corporateamerica-news.com

Out of Office Since the first manned space flight in 1961, around 500 people have made the trip outside the Earth’s atmosphere. But recently a number of start-up space travel ventures have begun to spring up, and a very small number of companies are now advertising trips to space, allowing those who can afford it the chance to join what is possibly the most exclusive club in existence.

Virginia-based Space Adventures, Ltd. is the only company currently providing opportunities for actual private spaceflight and space tourism, having already sent seven self-funded individuals into space and back aboard Russian Soyuz spacecraft. The publicised price for such flights has been US$20-40m.

Space Adventures has also recently entered an agreement with Boeing to market seats on their new spacecraft, the CST-100, which is being developed to transport crew to the International Space Station, and is expected to be operational in 2016/7.

More realistic, in the short term at least, is a sub-orbital flight. Despite being a much more affordable proposition, passengers would still experience a flight to at least 62 miles (the altitude, known as the “von Karman Line” that is generally recognised by the international community as the threshold of space) as well as three to six minutes of weightlessness, a view of a twinkle-free star field and a vista of the curved Earth below.

One firm offering such flights is XCOR Aerospace, a small, privately-held California corporation founded in 1999. The firm has since developed and built 13 different rocket engines and built and flown two manned rocket-powered aircraft.

XCOR is now in the phased development of its next generation vehicle, a reusable launch vehicle named Lynx Mark II. Like an aircraft, Lynx is a horizontal take-off and landing vehicle, but instead of a jet or piston engine, Lynx uses its own fully reusable rocket propulsion system to depart a runway and return safely. Passengers will travel to the edge of space on the Lynx, reaching an altitude of 62 miles.

Tickets to space with XCOR start at US$95,000 per flight, including medical screening and G-Force training at one of the firm’s operating locations – as well, of course, as bragging rights for life.

Perhaps the most high-profile space flight offering comes from Sir Richard Branson, with his Virgin Galactic program.

For a US$250,000 fee (payable up front, in full) passengers will board the company’s VSS Enterprise before climbing to an altitude of 50,000 feet. The craft’s rocket engine will then ignite, accelerating the spaceship to around 3,000mph - nearly four times the speed of sound.

Passengers will then be able to float around the spacecraft in zero-gravity and take in views of the earth from 62 miles up, before beginning the descent to earth.

People who’ve confirmed reservations (there are over 600 so far) have already been trained on a centrifuge facility in Philadelphia and on zero gravity parabolic flights throughout the United States, as well as visiting Branson himself at his private island in the Caribbean.

Other even more ambitious space tourism projects are also in the offing. Bigelow Aerospace, an American space technology start-up company based in Las Vegas, is pioneering work on expandable space station modules. The firm says these will greatly exceed the usable space of the International Space Station, at a fraction of the cost – and thus making the prospect of an actual holiday in space slightly more affordable.

November 2014 • CorporateAmerica • 49

www.corporateamerica-news.com

October 2014 / Planner

1 3 7 9

October 2014 / Planner 2 4 8 10 11 12 14 15 17 18 19 21 22 24 25 28 29 26 27 30 Child Health Day

Yom Kippur

Eid al-Adha

4

National Boss Day

16

Due date for prepayments of income tax

23

50 • CorporateAmerica • November 2014

(state holiday in Texas)

5

Columbus Day

6

13

Last date to submit the VAT EU Recapitulative Statement for September (for selling goods and services in the EU)

20

Official completion date of 2013 tax assessment

31