...Whitney Steele Case 13-03 Hearts ‘R Us Preferred Stock Classification 2/16/2015 To: Hearts ‘R Us From: 5110 Whitney Steele Re: Preferred Stock Classification Date: February 16, 2015 Background Hearts ‘R Us (the Company) is an early stage, non-public research and development medical device company. They are in the final stages of going to market with the Heart Valve System. Bionic Body (Bionic), a SEC registrant, could benefit from the approval of the Hear Valve System and will help finance. Hearts sold Bionic $3.5 million of Series A Preferred Shares (Shares) of the Company with a par value of $1 per Share. The transaction was completed on November 30, 2011. As part of the stock purchase agreement, Bionic has the following rights: * Board Rights – Bionic is entitled to appoint one member. * Mandatory Conversion Right – The Shares will be converted to the Company’s common stock upon execution of an intial public offering. * Contingent Redemption Right – The Shares will be redeemed for par value on the fifth anniversary of the date of purchase conditioned upon the even that Hearts has not obtained FDA approval for the Heart Valve System. * Additional Protective Rights – Bionic has the right to limit future equity and debt issuances as well as the right to participate in future funding rounds. * Right of First Refusal and Co-Sale Rights The Company is a calendar year-end company that is not required to be filed with the SEC. They also plan to go through an IPO...
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...To: [Hearts ‘R Us] From: [Poojan Bhattarai, Jennifer Paul, Johan Tong] Date: [] Re: [Classification of preferred stock] Executive Summary The single most important problem faced by the company is: the classification of preferred stock. The primary cause of this problem is: To address this problem the company should Situation Overview Hearts ‘R Us (the company) is a private, medical device research and development company. The company is in the final stages of going to market with their Heart Valve System. In an effort to obtain additional financing, the company has decided to partner with Bionic Body, a publicly held SEC registrant. As part of the arrangement, the company has sold Bionic $3.5 million shares of $1 par-value Series A preferred stock. The transaction was completed on November 30, 2011. The Series A preferred stock agreement provides Bionic with the following rights: * Board Rights—Bionic is entitled to appoint one member to the company’s Board. * Mandatory Conversion Right—at the execution of the company’s IPO with proceeds netting at least $50 million, the shares will be converted to the company’s common stock. * Contingent Redemption Right—shares will be redeemed for par value upon the fifth anniversary of the agreement. Redemption is conditioned upon FDA approval for the company’s Heart Valve System * Additional Protection Rights—Bionic has the right to limit future debt issuances and the right to participate in future...
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...Background Hearts ‘R Us (Hearts) is a private early-stage R&D company in the final trial of a medical device that will revolutionize the way heart valve defects are repaired – the Heart Valve System (HVS). Hearts has secured financing by issuing $3.5 million of Series A preferred shares ($1 par value) to Bionic Body (Bionic), an SEC registered company that produces medical devices, one of which could be used as supplement to the HVS. For its considerations, Bionic received a seat on Hearts’ Board of Directors, protective rights for its investment percentage (can limit future equity/debt issuances), and both the right of first refusal to purchase and co-sale on sale of shares by key share-holders. Bionic’s shares will be converted to common stock upon execution of an IPO that generates a minimum of $50 million in proceeds. If Heart has not secured FDA approval for the HVS by the 5th anniversary of the date of purchase of the stock, it will redeem the shares at par value. Issues 1) Does the host contract contain an embedded derivative that must be accounted for separately, and how does this affect the classification of the contract as a liability or equity? 2) Are accounting changes necessary due to the failure of Hearts to acquire FDA approval of its product? 3) How would the accounting guidelines change, if at all, if Hearts were an SEC registrant? Analysis ASC 815 and ASC 480 contain a myriad of rules that could apply to a hybrid instrument...
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...Responsibility Deloitte’s sponsorship of the U.S. Olympic Committee Inclusion Deloitte University Ethics & Independence Deloitte Life Growth Through Acquisition History Investor Confidence Leadership University Relations Deloitte Foundation Faculty Resources Faculty and Ph.D. Support Life, Inc. Student Events The Trueblood Case Studies DOWNLOAD For a complete index of Cases and Addendum summary please click the download button above. The Trueblood Series cases and solutions are available in Adobe PDF format below. Solutions are password protected for faculty use only. Access to solutions by other unauthorized individuals is strictly prohibited. To find out how to obtain access to the case solutions, please contact us via e-mail or mail a request on your school letterhead to: Deloitte Foundation Ten Westport Road Wilton, CT 06897 Due to the...
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...UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K (Mark One) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT For the transition period from to Commission File No. 0-28882 WORLD HEART CORPORATION Delaware (State or other Jurisdiction of Incorporation or Organization) 4750 Wiley Post Way, Suite 120 Salt Lake City, Utah USA (Address of Principal Executive Office) (801) 355-6255 (Registrant’s Telephone Number) Securities registered pursuant to Section 12(b) of the Exchange Act: Title of each class Name of each exchange on which registered 52-2247240 (I.R.S. Employer Identification No.) 84116 (Zip Code) Common Stock, $0.001 par value NASDAQ Capital Market Securities registered pursuant to Section 12(g) of the Exchange Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Exchange Act. Yes No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements...
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...2013 SAMSUNG ELECTRONICS ANNUAL REPORT 2013 Financial Summary Samsung Electronics and Consolidated Subsidiaries 228,693 Income Statements Sales Operating Profit 2011 165,002 15,644 13,759 2012 201,104 29,049 23,845 2013 228,693 36,785 30,475 201,104 36,785 Net Income 29,049 165,002 15,644 Balance Sheets Assets Liabilities Shareholders’ Equity 2011 155,800 54,487 101,314 2012 181,072 59,591 121,480 2013 214,075 64,059 150,016 2011 2012 2013 Cash Flows Cash Flows from Operating Activities Cash Flows from Investing Activities Cash Flows from Financing Activities 2011 22,918 (21,113) 3,110 2012 37,973 (31,322) (1,865) 2013 46,707 (44,747) (4,137) (in billions of KRW) Sales and Operating Profit (in billions of KRW) Sales Operating Profit Challenge, Creativity, Collaboration By welcoming challenges of the new, creativity that pushes the possible and close and efficient collaboration, Samsung Electronics leads the astonishing evolution of technology, producing positive change for the world. 2011 22,918 This annual report includes forward-looking statements that relate to future events and can be generally identified by phrases containing words such as “believes,” “expects,” “anticipates,” “foresees,” “forecasts,” “estimates” or other words or phrases of similar meaning. These forward-looking statements are not guarantees of future performance and may involve known and unknown risks, uncertainties...
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...Moehrle, Gary Previts, Thomas Stober, Shyam Sunder, and Ross L. Watts SYNOPSIS: This paper addresses the issues that confront the FASB and IASB in developing a new conceptual framework document. First, we suggest characteristics that a conceptual framework ought to exhibit. Most of these suggestions are based on our critique of the existing framework and the FASB-IASB work in progress. Second, we present a model framework that exhibits these characteristics. We emphasize up front that this framework is quite explicit. It goes to the heart of what a framework document should do: it places specific restrictions on what constitutes admissible accounting standards. The purpose of our effort is to stimulate broad discussion of alternative approaches to foundational documents and to offer a specific example of such an alternative approach. Keywords: FASB; IASB; conceptual framework; accounting standards; financial reporting. JEL Classifications: M40. In 2008, the American Accounting Association’s Executive Committee asked the Financial Accounting Standards Committee ͑hereafter, the Committee͒ to develop alternative approaches to conceptual frameworks for financial reporting standards. The Committee agreed to add this assignment to its normal tasks of commenting on financial reporting proposals from standard setters and regulators. As a consequence of discussions about how to fulfill this assignment, the Committee determined that it would periodically...
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...The Innovator in Healthcare Workforce Solutions ANNUAL REPORT I N N O V AT I O N I N H E A L T H C A R E W O R K F O R C E S O L U T I O N S Dear AMN Healthcare Shareholders, 2011 was a year of continued market recovery, solid execution, and evolution. Our clients’ desire for more workforce solutions and innovative service offerings, coupled with AMN’s leading position in this space, has more clearly differentiated our value proposition and put us at the forefront of growth and thought leadership. More than ever, we are leveraging our stronger talent, capabilities and infrastructure as a meaningful differentiator in the market, and have earned the privilege of serving the largest and most diverse group of clients and clinicians nationwide. A REVIEW OF 2011 growth in Travel Nursing, there were a number of other key highlights during 2011: • We expanded our national leadership position in clinical managed services programs by adding over 20 new MSP clients, representing an estimated $80 million in projected annualized gross spend under management. In 2011, our revenues through MSP contracts grew by 38% on a pro forma basis to $185 million, representing a third of our Nurse and Allied Healthcare Staffing business. Penetration of MSP revenues is primarily in Nurse Staffing at this time, and we believe over the next three years there will be a similar shift in the Allied Staffing and Locum Tenens businesses. AMN is well-positioned to capitalize on this continuing trend...
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...Basics of Corporate Finance May 1994 Basics of Corporate Finance Warning These workbook and computer-based materials are the product of, and copyrighted by, Citibank N.A. They are solely for the internal use of Citi-bank, N.A., and may not be used for any other purpose. It is unlawful to reproduce the contents of these materials, in whole or in part, by any method, printed, electronic, or otherwise; or to disseminate or sell the same without the prior written consent of the Professional Development Center of Latin America Global Finance and the Citibank Asia Pacific Banking Institute. Please sign your name in the space below. Table of Contents TABLE OF CONTENTS Introduction: Basics of Corporate Finance Course Overview........................................................................................xi Course Objectives ...................................................................................xiv The Workbook...........................................................................................xv Unit 1: Financial Statement Analysis Introduction...............................................................................................1-1 Unit Objectives ........................................................................................1-1 Balance Sheet.........................................................................................1-2 Assets ....................................................................................
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...Basics of Corporate Finance May 1994 Basics of Corporate Finance Warning These workbook and computer-based materials are the product of, and copyrighted by, Citibank N.A. They are solely for the internal use of Citi-bank, N.A., and may not be used for any other purpose. It is unlawful to reproduce the contents of these materials, in whole or in part, by any method, printed, electronic, or otherwise; or to disseminate or sell the same without the prior written consent of the Professional Development Center of Latin America Global Finance and the Citibank Asia Pacific Banking Institute. Please sign your name in the space below. Table of Contents TABLE OF CONTENTS Introduction: Basics of Corporate Finance Course Overview........................................................................................xi Course Objectives ...................................................................................xiv The Workbook...........................................................................................xv Unit 1: Financial Statement Analysis Introduction...............................................................................................1-1 Unit Objectives ........................................................................................1-1 Balance Sheet.........................................................................................1-2 Assets ....................................................................................
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...Hiren Patel Vivekanand College for BBA, Surat Academic Year-2006-07 ACKNOWLEGMENT Sharing our experience is one of the biggest honors, which every one cannot experience. To share our experience at KRIBHCO as management student is a matter grate honor and pride. We are grateful to KRIBHCO for letting us to do this project. We express our gratitude to Mr. Sunil jain (P&A Manager) Mr.Sampat (store department), Mr. Thomas T.S. (F & A Deptt), Mr. M.N Patel (H.R.D Deptt) .We are really thankful to employees of KRIBHCO who have been guiding us in this path Step by step and have made our path really simple to get through .we will use this experience through out our career and will make our future bright. So once again we thank all of them. In regard to this programmed, we would like to acknowledge our gratitude and Thanks to coordinator, Vivekanand College for B.B.A Veer Narmad South Gujarat University for catering us the opportunity of training. We also forward our special thanks to director sir Mr.vipul joshi and faculty member Mrs. Radha Vyas, Mrs. Jueela mankar for guiding us in training Programme. The valuable suggestion of our...
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...[pic] Independent University, Bangladesh [pic] Compensation system in Grameen Phone Limited HRM370 Compensation System in Gremeen Phone Limited Prepared For: Mr. Monzoor Murshed Course Instructor, HRM 370 Prepared By |Name |ID | |Md. Mahbubul Hoque Bhuiyan |0920713 | |Towhidul Islam Khan |0920034 | |Md. Shamim Rahman |0920108 | | | | | | | | | | Date of submission: 3rd April 2012 Letter of Transmittal 3rd April 2012 ...
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... COMMENTARY ON CHAPTER 2 3. 18 COMMENTARY ON CHAPTER 1 2. Investment versus Speculation: Results to Be Expected by the Intelligent Investor 58 65 COMMENTARY ON CHAPTER 3 4. A Century of Stock-Market History: The Level of Stock Prices in Early 1972 80 General Portfolio Policy: The Defensive Investor 88 COMMENTARY ON CHAPTER 4 5. 101 124 Portfolio Policy for the Enterprising Investor: Negative Approach 133 COMMENTARY ON CHAPTER 6 7. 112 COMMENTARY ON CHAPTER 5 6. The Defensive Investor and Common Stocks 145 iv 155 COMMENTARY ON CHAPTER 7 8. Portfolio Policy for the Enterprising Investor: The Positive Side 179 The Investor and Market Fluctuations 188 v Contents COMMENTARY ON CHAPTER 8 9. Investing in Investment Funds COMMENTARY ON CHAPTER 9 213 226 242 10. The Investor and His Advisers 257 COMMENTARY ON CHAPTER 10 272 11. Security Analysis for the Lay Investor: General Approach COMMENTARY ON CHAPTER 11 12. Things to Consider About Per-Share Earnings COMMENTARY ON CHAPTER 12 13. A Comparison of Four Listed Companies COMMENTARY ON CHAPTER 13 14. Stock Selection for the Defensive Investor COMMENTARY ON CHAPTER 14 15. Stock Selection for the Enterprising Investor COMMENTARY ON CHAPTER 15 16....
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...elsevier.com/locate/jbf Underpricing of IPOs: Firm-, issue- and country-specific characteristics Peter-Jan Engelen a,*, Marc van Essen b a b Utrecht University, School of Economics, Utrecht, The Netherlands Erasmus University, Rotterdam School of Management, Rotterdam, The Netherlands a r t i c l e i n f o a b s t r a c t Using a large firm-level dataset of 2920 IPOs from 21 countries we examine the impact of country-level institutional characteristics on the underpricing of IPOs. Through hierarchical linear modeling we are able to control for firm-specific and issue-specific characteristics and test whether country-specific institutional characteristics add explanatory power to explain the level of underpricing. Our results show that about 10% of the variation in the level of underpricing is between countries. The quality of a country’s legal framework, as measured by its level of investor protection, the overall quality of its legal system and its level of legal enforcement, reduces the level of underpricing significantly. Ó 2010 Elsevier B.V. All rights reserved. Article history: Received 4 July 2009 Accepted 6 January 2010 Available online 11 January 2010 JEL classification: G30 G32 G38 K22 Keywords: IPO Underpricing Legal framework Investor protection Multi-level modeling 1. Introduction When companies go public, a well-documented phenomenon is the underpricing of the initial public offering (IPO). On average, shares seem to be offered at a price lower than the...
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...Universit´ de Toulouse 1 e Remerciements J’ai ` l’´gard de Jean Tirole un dette incommensurable : pour l’accueil chaleureux dont il m’a fait b´n´ficier ` a e e e a chacune de mes venues ` Toulouse, pour l’incroyable richesse des discussions que nous avons pu avoir tout au long a du d´veloppement de cette th`se, pour le soutien qu’il m’a toujours apport´ et pour l’extraordinaire qualit´ de ses e e e e conseils scientifiques, je luis suis infiniment gr´. e David Thesmar m’a fait d´couvrir ce qu’´tait r´ellement la recherche en ´conomie et surtout, a su m’ouvrir les e e e e yeux sur ce qu’´tait la bonne recherche en ´conomie. Sans lui, et ` de tr`s nombreux ´gards, cette th`se n’existerait e e a e e e pas. Sa cr´ativit´, son enthousiasme, sa curiosit´ tout comme son amiti´ ont ´t´ un moteur formidable, aussi bien au e e e e ee quotidien que sur le long terme. Ma dette ` son ´gard est immense. J’esp`re profond´ment que notre collaboration a e e e pourra se prolonger aussi longtemps que possible ! Je r´alise pleinement la chance que j’ai pu avoir de travailler, sur les chapitres 2 et 3 de cette th`se, avec e e Augustin Landier. Augustin est certainement le chercheur le plus...
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