Legal News

The Small Business Administration’s latest guidance tells PPP lenders under what conditions they may approve changes of ownership involving PPP borrowers. Standard PPP loan paperwork has required PPP borrowers to seek consent from their lenders prior to effecting a “change of ownership.” PPP lenders require this consent because they, in turn, are required to report such events to SBA....By: Pillsbury Winthrop Shaw Pittman LLP

As we have noted in previous posts, it can become critical for the majority owner of a private company to remove a business partner who holds a minority ownership stake in the business and who is causing major dysfunction in the company. See “The Devil You Know: Pick Business Partners Wisely and Plan For Problems Ahead” By the same token, a minority investor may desire to exit the business when the majority owner is taking actions that benefit himself to the detriment of the company. This is....

In this episode, we interview Matthew Maletta, executive vice president and chief legal officer of Endo Pharmaceuticals. Matthew was appointed in May 2015 to these roles at Endo Pharmaceuticals, where he has global responsibility for all legal matters affecting the company. Prior to joining Endo in 2015, he served as vice president, associate general counsel, and corporate secretary of Allergan. In this position, he served as an advisor to the chief executive officer and board of directors and.....

Historically, mergers and acquisitions have always been difficult, but in the age of endless cloud-based tools, these processes have become even more complex. From multiple toolsets to governance processes, to differing retention policies, when two organizations join together handling all this data gets complicated. In this 1:1 chat with Lisa Ripley, Director of eDiscovery & Information Governance, from Oracle who has led her organization through ten plus years of mergers and acquisitions, will...

For many years, construction companies have been faced with the issue of whether they should treat a worker as an employee or independent contractor. Handling the issue incorrectly can have serious consequences. Various courts and regulatory bodies have enforced different standards over the years causing much confusion for construction companies and other employers and risk due to misclassification....By: Davis Brown Law Firm

COVID-19 has had a major impact on all aspects of our daily lives, including construction and projects. Claims, delays, losses of productivity, and PPE have developed and arisen from this new pandemic. Moderated by Kilpatrick Townsend’s Larry Prosen, a construction and government contracts partner, the Washington Building Congress (WBC) Member Chat Group’s first Thursday Chat Group covered these topics in a moderated, open-forum discussion limited to 20 members of the WBC. Please see full...B...

In a law journal note titled “The Seller’s Curse and the Underwriter’s Pricing Pivot:  A Behavioral Theory of IPO Pricing,” author Patrick Corrigan considers various theories advanced to explain IPO underpricing.  Given that so many venture and private equity investors are finding alternatives to the traditional IPO model, whether through direct listings or SPACs, and pointing to IPO underpricing as one of the ways in which the traditional IPO model is “broken,” new academic theories are w...

During FY 2019, the Japan Fair Trade Commission ("JFTC") received 310 notifications, which is a 3.4 percent decrease from FY 2018. It provided clearance for 300 cases at Phase I review. Two cases were sent to Phase II review. Among cases the JFTC provided clearance during FY 2019, remedies were required for four cases. The JFTC reviewed six cases even though those did not require pre-notifications..  ...By: White & Case LLP

On September 3, 2020, the Antitrust Division of the U.S. Department of Justice (the “Division”) issued an updated version of its Merger Remedies Manual (“Manual”). Foremost among the changes to the newly issued Manual is the Division’s emphasis on structural remedies as opposed to behavioral remedies......By: Vinson & Elkins LLP

Although special-purpose acquisition companies (SPACs) have been used for decades as alternative investment vehicles, they have recently come into vogue as seasoned investors and management teams have turned to SPACs to mitigate the increased market volatility risk of traditional initial public offerings (IPOs). In fact, 2020 has been a record-breaking year for SPAC IPOs; the proceeds raised in the first eight months of the year have already more than doubled those raised in 2019. This surge has...