Legal News

The Small Business Administration issued long-awaited rules governing lender and borrower obligations when there is a change in ownership of an entity that has received a Paycheck Protection Program (“PPP”) loan. The new guidance, issued on October 2, 2020, eliminates the need for SBA approval for many merger or sale transactions, but injects a host of additional procedural and compliance requirements—including that the outstanding balance of the PPP loan be placed in escrow—that could creat...

On September 3, 2020, the U.S. Department of Justice Antitrust Division released a revised Merger Remedies Manual (“Manual”), providing a modernized framework to structure and implement remedies in merger cases where DOJ determines that the transaction would harm competition. DOJ last updated its merger remedy guidance in 2011, with guidelines that endorsed so-called “conduct” or “behavioral” remedies as an acceptable solution to harm caused by certain mergers......By: Bracewell LLP

On June 30, 2020, the Department of Justice and a split Federal Trade Commission released the final version of their new Vertical Merger Guidelines, which outline how the federal antitrust agencies evaluate the competitive impacts of vertical mergers, as well as other non-horizontal mergers. This is the first time that the federal antitrust agencies have jointly issued guidance on vertical mergers, and these guidelines provide the first major update regarding vertical merger enforcement since.....

The first half of 2020 has presented governments, business and individuals with an unprecedented set of circumstances to grapple with. As thoughts start to turn towards emerging from the crisis, people around the world have started to consider what the “new normal” will look like. As they do so, what is increasingly apparent, is that there will be clear winners and losers arising from this war against an invisible and elusive enemy....By: Bracewell LLP

On May 21, 2020, the Securities and Exchange Commission adopted amendments to the rules that govern the financial disclosures registrants must make upon the acquisition or disposition of certain businesses. The Commission also amended the definition...By: Bracewell LLP

On May 7, 2020, in response to a letter from a consortium of U.S. Senators dated April 23, 2020 (the Senate Letter), the Treasury Department stated that it intends to modify rules related to the Continuity Safe Harbor (as defined below) applicable to...By: Bracewell LLP

As states and other jurisdictions continue to implement, amend, and clarify their stay-at-home orders, many continue to define Essential Businesses through the guidelines issued by the Cybersecurity and Infrastructure Security Agency (CISA)....By: Bracewell LLP

The U.S. Department of Justice Antitrust Division (DOJ) has prevailed in a first-of-its-kind arbitration, resolving its challenge to aluminum producer Novelis Inc.’s $2.6 billion proposed acquisition of rival Aleris Corporation. As a result of the...By: Bracewell LLP

Employers across the world are responding to the developing information on the coronavirus (referred to as COVID-19). While there are many considerations, and many fact-specific considerations based on the nature of the workforce, employers should...By: Bracewell LLP

In an unprecedented move further expanding its ongoing investigation of large technology companies, the Federal Trade Commission (FTC) has ordered Amazon.com, Apple, Facebook, Microsoft and Google to provide details about their acquisitions during...By: Bracewell LLP