Legal News

In a year marked by unexpected challenges and rapid change, staying connected with industry peers and keeping a watchful eye on market trends, policy developments and collaborations in the life sciences space is crucial to bringing innovations to market. Join us virtually for our signature Life Sciences Dealmaking Symposium, where seasoned dealmakers, industry executives and technical experts come together with McDermott's leading life sciences lawyers. Beginning October 20, we'll bring you a.....

In a recently issued procedural notice, the Small Business Association (“SBA”) addressed a lingering question of borrowers and lenders related to the Paycheck Protection Program (“PPP”) process: What procedures are required for changes of ownership of an entity that has received PPP funds? The notice, issued on October 2, describes when change of ownership is considered to have occurred and what impact such change has on a PPP borrower’s responsibilities under the program......By: Fraser T...

The only certainty, so far in 2020, has been uncertainty. For dealmakers and their advisors this is not a helpful observation when they are attempting to close on transactions, often in spite of 2020’s vicissitudes. The Small Business Administration’s (SBA) Paycheck Protection Program (PPP) is one example of a potential hazard in the shape of a gift....By: Burr & Forman

New Disney CEO Bob Chapek made one of his biggest moves yet since taking the reins, announcing a realignment “of its business divisions on Monday that placed the focus squarely on Disney+ and its other streaming services as the future of the company’s creative efforts.” The shift has parallels to WarnerMedia’s reorg in August that “aligned all of its business units under HBO Max, its streaming service”....By: Robins Kaplan LLP

In re Anthem-Cigna Merger Litigation, C.A. No. 2017-0114- JTL (Del. Ch. August 31, 2020) - This action arose out of a failed merger transaction involving the second and third largest health insurers in the United States, Anthem, Inc. and Cigna Corporation (“the Merger”). The parties had entered into a merger agreement on July 23, 2015 (“Merger Agreement”)....By: Morris James LLP

After several months of uncertainty, businesses are carefully resuming merger and acquisition transactions. Many (if not most) small businesses took advantage of the Paycheck Protection Program (PPP), but, as forgiveness is still pending, they are forced to navigate the treatment of these loans in the sale or acquisition process. The SBA issued a procedural notice regarding its requirements effective October 2, 2020....By: Ruder Ware

The U.S. Small Business Association (the “SBA”) released on October 2, 2020 a Procedural Notice providing guidance as to a change of ownership of companies (a “PPP Borrower”) which received a loan (a “PPP Loan”) through the Paycheck Protection Program (the “PPP”)....By: Saul Ewing Arnstein & Lehr LLP

Exceeding your size standard as a small business federal contractor can be a death knell. It can prevent you from bidding new work, recompeting for old work, or with long-term contracts, receiving follow-on options after the 5th year of the contract. Faced with a potential move to the mid-tier, many small business owners look for a possible exit through the sale of their company or attempt to maintain their size status. In this episode, PilieroMazza Partner Cy Alba sits down with Sharon Heaton,...

On August 25, 2020, the U.S. Securities and Exchange Commission (SEC) adopted amendments to the definition of “accredited investor” in Rule 501 promulgated under Regulation D of the Securities Act of 1933. Historically, individual investors who do not meet specific income or net worth tests have been denied many opportunities to invest in private equity transactions regardless of their financial sophistication....By: Gray Reed

This article covers cases from Southwestern Reporter (Third) volumes 560 through 580 and federal cases during the same period that the authors believe are noteworthy to the jurisprudence on the applicable subject. This Survey period saw a number of cases of first impression, covering issues involving the waiver of security interest for failure to take remedial actions, the right for outsider reverse veil-piercing, and whether a limited partner could waive the attorney–client privilege for the....