Earnouts: A Study of Financial Contracting in Acquisition Agreements

We empirically examine earnout contracts, which provide for contingent payments in acquisition agreements. Our analysis reveals considerable heterogeneity in the terms of earnout contracts, i.e. the potential size of the earnout, the performance measure on which the contingent payment is based, the period over which performance is measured, the frequency with which performance is measured, and the form of payment for the earnout. Consistent with the costly contracting hypothesis, we find that the terms of earnout contracts are associated with measures of target valuation uncertainty, target growth opportunities, and the degree of post-acquisition integration between target and acquirer. We conclude that earnouts are structured to minimize the costs of adverse selection and moral hazard in acquisition negotiations.

Fatigue delamination behaviour of unidirectional carbon fibre/epoxy laminates reinforced by Z-Fiber® pinnin

-Pin reinforced carbon-fibre epoxy laminates were tested under Mode I and Mode II conditions, both quasi-statically and in fatigue. Test procedures were adapted from existing standard or pre-standard tests. Samples containing 2% and 4% areal densities of carbon-fibre Z-pins (0.28mm diameter) were compared with unpinned laminates. Quasi-static tests under displacement control yielded a dramatic increase of the apparent delamination resistance. Specimens with 2% pin density failed in Mode I at loads 170N, equivalent to an apparent GIC of 2kJ/m2. Fatigue testing under load control showed that the presence of the through- thickness reinforcement slowed down fatigue delamination propagation

Properties of iterative Monte Carlo single histogram reweighting

We present iterative Monte Carlo algorithm for which the temperature variable is attracted by a critical point. The algorithm combines techniques of single histogram reweighting and linear filtering. The 2d Ising model of ferromagnet is studied numerically as an illustration. In that case, the iterations uncovered stationary regime with invariant probability distribution function of temperature which is peaked nearly the pseudocritical temperature of specific heat. The sequence of generated temperatures is analyzed in terms of stochastic autoregressive model. The error of histogram reweighting can be better understood within the suggested model. The presented model yields a simple relation, connecting variance of pseudocritical temperature and parameter of linear filtering.Comment: 3 figure

Mapping individual electromagnetic field components inside a photonic crystal

We present a method to map the absolute electromagnetic field strength inside photonic crystals. We apply the method to map the electric field component Ez of a two-dimensional photonic crystal slab at microwave frequencies. The slab is placed between two mirrors to select Bloch standing waves and a subwavelength spherical scatterer is scanned inside the resulting resonator. The resonant Bloch frequencies shift depending on the electric field at the position of the scatterer. To map the electric field component Ez we measure the frequency shift in the reflection and transmission spectrum of the slab versus the scatterer position. Very good agreement is found between measurements and calculations without any adjustable parameters.Comment: 12 pages, 7 figure

Structurally dynamic spin market networks

The agent-based model of stock price dynamics on a directed evolving complex network is suggested and studied by direct simulation. The stationary regime is maintained as a result of the balance between the extremal dynamics, adaptivity of strategic variables and reconnection rules. The inherent structure of node agent "brain" is modeled by a recursive neural network with local and global inputs and feedback connections. For specific parametric combination the complex network displays small-world phenomenon combined with scale-free behavior. The identification of a local leader (network hub, agent whose strategies are frequently adapted by its neighbors) is carried out by repeated random walk process through network. The simulations show empirically relevant dynamics of price returns and volatility clustering. The additional emerging aspects of stylized market statistics are Zipfian distributions of fitness.Comment: 13 pages, 5 figures, accepted in IJMPC, references added, minor changes in model, new results and modified figure

The differential regulation of Lck kinase phosphorylation sites by CD45 is critical for T cell receptor signaling responses

SummaryThe molecular mechanisms whereby the CD45 tyrosine phosphatase (PTPase) regulates T cell receptor (TCR) signaling responses remain to be elucidated. To investigate this question, we have reconstituted CD45 (encoded by Ptprc)-deficient mice, which display severe defects in thymic development, with five different expression levels of transgenic CD45RO, or with mutant PTPase null or PTPase-low CD45R0. Whereas CD45 PTPase activity was absolutely required for the reconstitution of thymic development, only 3% of wild-type CD45 activity restored T cell numbers and normal cytotoxic T cell responses. Lowering the CD45 expression increased CD4 lineage commitment. Peripheral T cells with very low activity of CD45 phosphatase displayed reduced TCR signaling, whereas intermediate activity caused hyperactivation of CD4+ and CD8+ T cells. These results are explained by a rheostat mechanism whereby CD45 differentially regulates the negatively acting pTyr-505 and positively acting pTyr-394 p56lck tyrosine kinase phosphorylation sites. We propose that high wild-type CD45 expression is necessary to dephosphorylate p56lck pTyr-394, suppressing CD4 T+ cell lineage commitment and hyperactivity

Ecological impacts of small dams on South African rivers Part 2: Biotic response – abundance and composition of macroinvertebrate communities

This paper investigates the cumulative impacts of small dams on invertebrate communities in 2 regions of South Africa – the Western Cape and Mpumalanga. Previous research found reduced discharge, increased total dissolved salts, and a decrease in average score per taxon (ASPT; collected using SASS4 methods) at sites with high density of small dams in their catchment. These changes in ASPT are investigated using the invertebrate abundance data available in the River Health Programme. Multivariate analyses found differences in invertebrate communities in rivers with high densities of small dams in their catchment in foothill-gravel streams (in both Western Cape and Mpumalanga) and in foothill-cobble streams (in Western Cape only). Opportunistic taxa that are tolerant of pollution, and capable of exploiting various habitats, and those that prefer slower currents increased in numbers, while other taxa that are sensitive to pollution and disturbance declined in numbers. Some regional differences were noted possibly reflecting climatic differences between the regions. Since the results of this study are correlative, it highlights the need for a systematic (by sites and seasons) and detailed (at species level) collection of data to verify the results of cumulative effects of small dams. This can further the development of a framework for small-dam construction and management that will limit their impact on river catchments

Optimization of preservation methods allows deeper insights into changes of raw milk microbiota

The temporal instability of raw milk microbiota drastically affects the reliability of microbiome studies. However, little is known about the microbial integrity in preserved samples. Raw cow milk samples were preserved with azidiol or bronopol and stored at 4 ◦C, or with dimethyl sulfoxide (DMSO) or a mixture of azidiol and DMSO and stored at −20 ◦C for up to 30 days. Aliquots of 5-, 10-, and 30-day post-storage were treated with propidium monoazide (PMA), then analyzed by sequencing the 16S rRNA gene V3-V4 and V6-V8 regions. The V6-V8 gave a higher richness and lower diversity than the V3-V4 region. After 5-day storage at 4 ◦C, the microbiota of unpreserved samples was characterized by a drastic decrease in diversity, and a significant shift in community structure. The treatment with azidiol and DMSO conferred the best community stabilization in preserved raw milk. Interestingly, the azidiol treatment performed as well for up to 10 days, thus appearing as a suitable alternative. However, neither azidiol nor bronopol could minimize fungal proliferation as revealed by PMA-qPCR assays. This study demonstrates the preservative ability of a mixture of azidiol and DMSO and provides deeper insights into the microbial changes occurring during the cold storage of preserved raw milk