By: Justin F. Hoffman and Thomas Blackwell BAKER BOTTS L.L.P. This article discusses market trends in oil and gas transactions from 2021 through the first quarter of 2022, including (1) notable transactions; (2) deal trends with respect to capital markets, mergers...
By: David Azarkh and Sean Dougherty, Simpson Thacher & Bartlett LLP There are fundamental differences between the covenants of high yield and investment grade debt securities. While investment grade covenants tend to be less restrictive and more limited,...
By: David A. Bell , Ran Ben-Tzur , James D. Evans , Robert A. Freedman and Amanda L. Rose , Fenwick & West LLP This article discusses the updates issued by Institutional Shareholder Services (ISS) and Glass Lewis to their voting policies for the upcoming...
By: Davina K. Kaile , Gabriella A. Lombardi , Christina F. Pearson , and Stanton D. Wong , Pillsbury Winthrop Shaw Pittman LLP This Q&A addresses some of the most frequently asked questions of public companies on how to navigate the challenges posed by COVID...
By: Michael L. Hermsen, Anna Pinedo, and Laura D. Richman , Mayer Brown LLP THE ARTICLE ALSO HIGHLIGHTS KEY FORM 10-K AND FORM 10-Q matters, including risk factors, management discussion and analysis (MD&A), and financial statement issues, and examines various...
By: Ari B. Blaut and Daniel R. Loeser , Sullivan & Cromwell LLP The U.S. debt capital markets are an important source of capital for companies that borrow money to finance their businesses. Companies borrow money for a variety of reasons, from financing day...
By: Nicole M. Runyan and William J. Tuttle, Proskauer Rose LLP Increasing numbers of asset managers are evaluating the potential benefits of including a business development company (BDC) within their suite of managed funds and accounts. A BDC is a hybrid of...
By: Timothy B. Howell and Alex Petrossian , Cahill Gordon & Reindel LLP The defined terms in any agreement are considered as the building blocks upon which the rest of the agreement is based, particularly when it comes to the negative covenants in a bond...
By: Anna Pinedo, Brian Hirshberg , and Raffi Garnighian, Mayer Brown LLP In connection with a registered securities offering, the underwriters of the offering typically enter into an underwriting agreement with the issuer of the securities and any selling stockholders...
By: Paul M. Rodel , Nicholas P. Pellicani , and Joel D. Salomon, Debevoise & Plimpton LLP This article examines market trends in reverse mergers by addressing recent notable transactions, deal structure and process, deal terms, disclosure trends, and legal...
By: Mark S. Bergman , Paul, Weiss, Rifkind, Wharton & Garrison LLP Introduction This article discusses the joint Public Statement 1 issued by the U.S. Securities and Exchange Commission (the SEC) Chairman Jay Clayton, SEC Division of Corporation Finance...
By: Mark S. Bergman , John C. Kennedy , and Christopher J. Cummings , Paul, Weiss, Rifkind, Wharton & Garrison LLP Introduction This article discusses some key areas of focus regarding the coronavirus outbreak. It also highlights conditional relief issued...
By: Laura D. Richman and Michael L. Hermsen , Mayer Brown LLP This article discusses some key ramifications of the coronavirus outbreak for public companies. In addition to a host of significant general business concerns, such as those relating to liquidity and...
By: Charles J. Clark , Barry A. Bohrer , and Christian J. Ascunce , Schulte Roth & Zabel LLP THIS ARTICLE PROVIDES GUIDANCE COVERING KEY questions that your organization may face as a result of a regulatory and enforcement inquiry during COVID-19, including...
By: David A. Curtiss , Proskauer Rose LLP This article discusses recent market trends regarding special purpose acquisition companies (SPACs), covering notable transactions, deal structure and process, and other key market trends, and provides an outlook for...