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Sowei 2025-01-13
DOVER, Del. (AP) — A Delaware judge has reaffirmed her ruling that Tesla must revoke Elon Musk’s multibillion-dollar pay package Chancellor Kathaleen St. Jude McCormick on Monday denied a request by attorneys for Musk and Tesla’s corporate directors to vacate her ruling earlier this year requiring the company to rescind the unprecedented pay package. McCormick also rejected an equally unprecedented and massive fee request by plaintiff attorneys , who argued that they were entitled to legal fees in the form of Tesla stock valued at more than $5 billion. The judge said the attorneys were entitled to a fee award of $345 million. The rulings came in a lawsuit filed by a Tesla stockholder who challenged Musk’s 2018 compensation package. McCormick concluded in January that Musk engineered the landmark pay package in sham negotiations with directors who were not independent. The compensation package initially carried a potential maximum value of about $56 billion, but that sum has fluctuated over the years based on Tesla’s stock price. Following the court ruling, Tesla shareholders met in June and ratified Musk’s 2018 pay package for a second time, again by an overwhelming margin. Defense attorneys then argued that the second vote makes clear that Tesla shareholders, with full knowledge of the flaws in the 2018 process that McCormick pointed out, were adamant that Musk is entitled to the pay package. They asked the judge to vacate her order directing Tesla to rescind the pay package. McCormick, who seemed skeptical of the defense arguments during an August hearing, said in Monday’s ruling that those arguments were fatally flawed. “The large and talented group of defense firms got creative with the ratification argument, but their unprecedented theories go against multiple strains of settled law,” McCormick wrote in a 103-page opinion. The judge noted, among other things, that a stockholder vote standing alone cannot ratify a conflicted-controller transaction. “Even if a stockholder vote could have a ratifying effect, it could not do so here due to multiple, material misstatements in the proxy statement,” she added. Meanwhile, McCormick found that the $5.6 billion fee request by the shareholder’s attorneys, which at one time approached $7 billion based on Tesla’s trading price, went too far. “In a case about excessive compensation, that was a bold ask,” McCormick wrote. Attorneys for the Tesla shareholder argue that their work resulted in the “massive” benefit of returning shares to Tesla that otherwise would have gone to Musk and diluted the stock held by other Tesla investors. They value that benefit at $51.4 billion, using the difference between the stock price at the time of McCormick’s January ruling and the strike price of some 304 million stock options granted to Musk. While finding that the methodology used to calculate the fee request was sound, the judge noted that the Delaware’s Supreme Court has noted that fee award guidelines “must yield to the greater policy concern of preventing windfalls to counsel.” “The fee award here must yield in this way, because $5.6 billion is a windfall no matter the methodology used to justify it,” McCormick wrote. A fee award of $345 million, she said, was “an appropriate sum to reward a total victory.” The fee award amounts to almost exactly half the current record $688 million in legal fees awarded in 2008 in litigation stemming from the collapse of Enron. Copyright 2024 The Associated Press . All rights reserved. This material may not be published, broadcast, rewritten or redistributed.fb777 8k8

FRISCO - How are the Dallas Cowboys impacted by the Friday release of New York Giants quarterback Daniel Jones? In one way. And it’s not the one way that “the casuals and the nationals” seem to think. Cowboys coach Mike McCarthy was actually asked on Friday to reflect on the sudden availability of the failed first-round quarterback and offered a polite answer. “I’ve never really been in the business of looking at players based off the team they are released from, especially with the timing of the next game,” McCarthy said. “He was a prospect I really liked coming out, but we kind of have our head down right now and really focused on working with the guys we have here.” McCarthy’s remark confirms what a Cowboys source had previously told us: Dallas has no interest in signing Jones at this time. That doesn’t mean there aren’t legit arguments to the contrary. For instance ... Is Jones better than incumbent backups Cooper Rush and Trey Lance? Maybe. But that’s only part of the equation here. Simply saying “Sign Daniel Jones” omits the details. ... including cost and years and whether, in the end, 3-7 Dallas really wants to get incrementally better for this meaningless stretch run. Starting quarterback Dak Prescott, who signed a $240 million contract extension on opening Sunday of the 2024 season, was lost for the rest of this year due to a season-ending hamstring injury sustained in a Week 9 loss at Atlanta. The Cowboys insist they are trying to win with Rush, and they insist they want to see more of third-stringer Trey Lance, too. Jones in Dallas would create a lot of masters to serve ... especially when he will likely be a free agent next March, at which time the Cowboys can make a serious examination of him. Related: Commanders’ Joe Whitt Scouts Cowboys' Cooper Rush But right now? Most “casuals and nationals” seem to think it would be “funny” for Dallas to sign him in time to let him start for the Cowboys against the Giants, now QB’ed by their third-stringer Tommy DeVito. And the problem with that concept, frankly? Yes. It would be hilarious. But isn’t the Cowboys franchise already “un-serious” enough as it is? Related: Cowboys Insider Predicts Major All-Pro Absence at CommandersHow Trump’s cabinet picks align with Project 2025’s vision for America’s future

French Prime Minister Faces No-Confidence Vote After Austerity Budget

1929’s “Black Thursday” was a stock market crash that marked the beginning of the great depression. 1987’s “Black Monday” was also a devastating blow to financial markets that decimated $1.71 trillion of wealth in a single day. Despite its similar name, Black Friday is the moniker of a much more benign phenomenon — the biggest and most publicized shopping day of the year. Javascript is required for you to be able to read premium content. Thanks for the feedback.SAND SPRINGS, Okla. , Dec. 2, 2024 /PRNewswire/ -- Webco Industries, Inc. WEBC today reported results for our first quarter of fiscal year 2025, which ended October 31, 2024 . For our first quarter of fiscal year 2025, we had a net loss of $0.1 million , or a loss of $0.13 per diluted share, while in our first quarter of fiscal year 2024, we had net income of $5.1 million , or $6.25 per diluted share. Net sales for the first quarter of fiscal 2025 were $141.4 million , a 10.4 percent decrease from the $157.8 million of sales in the first quarter of fiscal year 2024. Dana S. Weber , Chief Executive Officer and Board Chair, stated, "The domestic manufacturing economy has been worsening over the past year. Further, we have certain markets that are being adversely impacted by foreign imports. We continue to focus on positioning Webco for various economic environments and opportunities by maintaining a strong balance sheet and good liquidity and making compelling investments in our business. Our total cash, short-term investments and available credit on our revolver were $89.0 million at October 31, 2024 , which we believe to be a competitive advantage." In the first quarter of fiscal year 2025, we had income from operations of $1.1 million after depreciation of $4.7 million . The first fiscal quarter of the prior year generated income from operations of $8.0 million after depreciation of $3.7 million . Gross profit for the first quarter of fiscal 2025 was $13.6 million , or 9.7 percent of net sales, compared to $21.6 million , or 13.7 percent of net sales, for the first quarter of fiscal year 2024. Selling, general and administrative expenses were $12.6 million in the first quarter of fiscal 2025 and $13.6 million in the first quarter of fiscal 2024. SG&A expenses in the first quarter of fiscal year 2025 reflect a decrease in costs related to lower profitability, such as company-wide incentive compensation and variable pay programs, offset by inflation we have experienced in wages and other expenses. Interest expense was $1.2 million in the first quarter of fiscal year 2025 and $1.3 million in the same quarter of fiscal year 2024. Average construction-based investments decreased in fiscal year 2025 and, as a result, capitalized interest decreased $0.2 million when compared to the first quarter of fiscal year 2024. Capitalized interest decreases net interest expense in the consolidated statement of operations. Notwithstanding capitalized interest, the impact of increased interest rates was more than offset by lower average debt balances. Capital expenditures incurred amounted to $5.1 million in the first quarter of fiscal year 2025, down from $10.1 in the first quarter of fiscal year 2024. Included in our capital spending for the first quarter of fiscal year 2024 was construction of our F. William Weber Leadership Campus, which houses our Tech Center and corporate headquarters. The Tech Center, which is the tip of the spear that leads Webco's trusted and technical brand throughout our industry, was completed in the fourth quarter of fiscal year 2024. As of October 31, 2024 , we had $18.6 million in cash and short-term investments, in addition to $70.4 million of available borrowing under our $220 million senior revolving credit facility. Availability on the revolver, which had $44.0 million drawn at October 31, 2024 , was subject to advance rates on eligible accounts receivable and inventories. Our term loan and revolver mature in September 2027. Accounting rules require asset-based debt agreements like our revolver to be classified as a current liability, despite its fiscal year 2028 maturity. Webco's stock repurchase program authorizes the purchase of our outstanding common stock in private or open market transactions. In September 2023 , the Company's Board of Directors refreshed the repurchase program with a new limit of up to $40 million and extended the program's expiration until July 31 , 2026. We purchased 2,850 shares of our stock during the first quarter of fiscal year 2025. Including the current fiscal year, Webco has purchased approximately 158,000 shares over the course of the last five fiscal years. The repurchase plan may be extended, suspended or discontinued at any time, without notice, at the Board's discretion. Webco's mission is to continuously build on our strengths as we create a vibrant company for the ages. We leverage our core values of trust and teamwork, continuously building strength, agility and innovation. We focus on practices that support our brand such that we are 100% engaged every day to build a forever kind of company for our Trusted Teammates, customers, business partners, investors and community. We provide high-quality carbon steel, stainless steel and other metal specialty tubing products designed to industry and customer specifications. We have five tube production facilities in Oklahoma and Pennsylvania and eight value-added facilities in Oklahoma , Illinois , Michigan , Pennsylvania and Texas , serving customers globally. Our F. William Weber Leadership Campus is in Sand Springs, Oklahoma and houses our corporate offices and our Webco TechCenterTM, providing a state-of-the-art laboratory and R & D facility to lead and develop technical solutions. Risk Factors and Forward-looking statements: Certain statements in this release, including, but not limited to, those preceded by or predicated upon the words "anticipates," "appears," "believes," "estimates," "expects," "forever," "hopes," "intends," "plans," "projects," "pursue," "should," "will," "wishes," or similar words may constitute "forward-looking statements." Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the Company, or industry results, to differ materially from any future results, performance or achievements expressed or implied herein. Such risks, uncertainties and factors include the factors discussed above and, among others: general economic and business conditions, including any global economic downturn; government policy or low hydrocarbon prices that stifle domestic investment in energy; competition from foreign imports, including any impacts associated with dumping or the strength of the U.S. dollar; political or social environments that are unfriendly to industrial or energy-related businesses; changes in manufacturing technology; the banking environment, including availability of adequate financing; worldwide and domestic monetary policy; changes in tax rates and regulation; regulatory and permitting requirements, including, but not limited to, environmental, workforce, healthcare, safety and national security; availability and cost of adequate qualified and competent personnel; changes in import / export tariff or restrictions; volatility in raw material cost and availability for the Company, its customers and vendors; the cost and availability, including time for delivery, of parts and services necessary to maintain equipment essential to the Company's manufacturing activities; the cost and availability of manufacturing supplies, including process gases; volatility in oil, natural gas and power cost and availability; world-wide or national transition from hydrocarbon sources of energy that adversely impact demand for our products; problems associated with product development efforts; significant shifts in product demand away from internal combustion engine automobiles; appraised values of inventories that can impact available borrowing under the Company's credit facility; declaration of material adverse change by a lender; industry capacity; domestic competition; loss of, or reductions in, purchases by significant customers and customer work stoppages; work stoppages by critical suppliers; labor unrest; conditions, including acts of God, that require more costly transportation of raw materials; accidents, equipment failures and insured or uninsured casualties; third-party product liability claims; flood, tornado, winter storms and other natural disasters; customer or supplier bankruptcy; customer or supplier declarations of force majeure; customer or supplier breach of contract; insurance cost and availability; lack of insurance coverage for floods; the cost associated with providing healthcare benefits to employees; customer claims; supplier quality or delivery problems; technical and data processing capabilities; cyberattack on our information technology infrastructure; world, domestic or regional health crises; vaccine mandates or related governmental policy that would cause significant portions of our workforce, or that of our customers or vendors, to leave their current employment; global or regional wars and conflicts; our inability or unwillingness to comply with rules required to maintain the quotation of our shares on any market place; and our inability to repurchase the Company's stock. The Company assumes no obligation to publicly update any such forward-looking statements. No assurance is provided that current results are indicative of those that will be realized in the future. - TABLES FOLLOW - WEBCO INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Dollars in thousands, except per share data - Unaudited) Three Months Ended October 31, 2024 2023 Net sales $ 141,386 $ 157,837 Cost of sales 127,740 136,231 Gross profit 13,646 21,606 Selling, general & administrative expenses 12,564 13,629 Income (loss) from operations 1,082 7,977 Interest expense 1,151 1,293 Pretax income (loss) (69) 6,684 Provision for (benefit from) income taxes 37 1,600 Net income (loss) $ (106) $ 5,084 Net income (loss) per share: Basic $ (0.13) $ 6.43 Diluted $ (0.13) $ 6.25 Weighted average common shares outstanding: Basic 798,000 790,000 Diluted 798,000 814,000 CASH FLOW DATA (Dollars in thousands - Unaudited) Three Months Ended October 31, 2024 2023 Net cash provided by (used in) operating activities $ 13,851 $ 18,050 Depreciation and amortization $ 4,694 $ 3,696 Cash paid for capital expenditures $ 5,551 $ 12,588 Notes: Amounts may not sum due to rounding. WEBCO INDUSTRIES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (Dollars in thousands - Unaudited) October 31, July 31, 2024 2024 Current assets: Cash $ 2,485 $ 1,171 U.S. Treasury Bonds 16,103 15,903 Accounts receivable 58,668 70,249 Inventories, net 174,673 169,513 Prepaid expenses 9,303 9,530 Total current assets 261,233 266,366 Property, plant and equipment, net 168,748 168,186 Right of use, finance leases, net 954 1,043 Right of use, operating leases, net 21,891 21,879 Other long-term assets 15,696 15,611 Total assets $ 468,522 $ 473,085 Current liabilities: Accounts payable $ 30,230 $ 28,109 Accrued liabilities 32,706 33,066 Current portion of long-term debt, net 43,799 49,115 Current portion of finance lease liabilities 427 429 Current portion of operating lease liabilities 5,178 5,063 Total current liabilities 112,340 115,782 Long-term debt, net of current portion 20,000 20,000 Finance lease liabilities, net of current portion 574 657 Operating lease liabilities, net of current portion 16,577 16,653 Deferred tax liability 39 886 Stockholders' equity: Common stock 9 9 Additional paid-in capital 54,545 54,256 Retained earnings 264,437 264,842 Total stockholders' equity 318,991 319,107 Total liabilities and stockholders' equity $ 468,522 $ 473,085 Notes: Amounts may not sum due to rounding. CONTACT: Mike Howard Chief Financial Officer (918) 241-1094 mhoward@webcotube.com View original content: https://www.prnewswire.com/news-releases/webco-industries-inc-reports-fiscal-2025-first-quarter-results-302320142.html SOURCE Webco Industries, Inc. © 2024 Benzinga.com. Benzinga does not provide investment advice. All rights reserved.

Polls close in Uruguay’s election, with ruling coalition and opposition headed for photo finish

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