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Finance

Current Updates and Legal Developments—Summer 2018Posted on 06-22-2018

SUPREME COURT AFFIRMS CONSTITUTIONALITY OF AIA PATENT REVIEW PROCESS A PROVISION IN THE AMERICA INVENTS ACT (AIA) allowing for pre-trial review of existing patents does not violate Article III or the Seventh Amendment of the U.S. Constitution, the U.S. Supreme Court has held. In Oil States Energy... Read More

Market Trends: Middle Market LoansPosted on 02-28-2018

By: Patrick Yingling and Aleksandra Kopec King & Spalding What is the “middle market” of the U.S. leveraged loan market? While there is no checklist for what constitutes the middle market, the two basic parameters are that the borrower has between $10 million and $100 million of annual... Read More

Current Updates and Legal Developments Spring 2018Posted on 02-28-2018

U.S. DEPARTMENT OF LABOR SETS NEW GUIDELINES FOR INTERN COMPENSATION THE U.S. DEPARTMENT OF LABOR (DOL) HAS ADOPTED new guidelines for determining whether interns working at for-profit companies are entitled to compensation under the federal Fair Labor Standards Act (FLSA). The DOL abandoned its... Read More

Current Updates and Legal DevelopmentsPosted on 12-19-2017

D.C. COURT ORDERS EEOC TO RECONSIDER WORKPLACE WELLNESS RULES IN AN ACTION BROUGHT BY THE AMERICAN ASSOCIATION of Retired Persons (AARP), the U.S. District Court for the District of Columbia has ordered the U.S. Equal Employment Opportunity Commission (EEOC) to reconsider two regulations related to... Read More

Industry Insights: Aircraft Lease SecuritizationsPosted on 12-19-2017

By: Patrick Dolan and Ramy Ibrahim , Norton Rose Fulbright Us LLP THE AIRCRAFT LEASE SECURITIZATION MARKET IS EVOLVING as evidenced by an increase in these transactions over the last few years. Indications are that 2017 may surpass 2016 in total number of aircraft lease securitizations. Three potentially... Read More

Current Updates And Legal DevelopmentsPosted on 10-31-2017

SUPREME COURT TO RULE ON VALIDITY OF CLASS WAIVERS IN EMPLOYMENT CONTEXT By: Lexis Practice Advisor Staff THE U.S. SUPREME COURT IS expected to decide this term whether the collective-bargaining provisions of the National Labor Relations Act (NLRA) prohibit enforcement of agreements requiring employees... Read More

Credit Agreements in the Insurance IndustryPosted on 09-27-2017

By: Daniel A. Rabinowitz and David S. Berg KRAMER LEVIN NAFTALIS & FRANKEL LLP Credit Agreements in the Insurance Industry This article explains how to modify a standard credit agreement to account for a borrower that is an insurance company or an insurance holding company. Examples illustrate... Read More

Current Updates and Legal Developments - Fall 2017Posted on 09-27-2017

SEXUAL ORIENTATION DISCRIMINATION UNDER TITLE VII REMAINS HOT-BUTTON ISSUE By: Bender’s Labor & Employment Bulletin, Volume 17, Issue 7 RECENTLY, THREE OF THE U.S. CIRCUIT COURTS OF APPEAL addressed the issue of whether discrimination on account of an individual’s sexual orientation... Read More

Brokered Deposits and Strategic Planning ConsiderationsPosted on 06-07-2017

By: John Popeo Overview Brokered deposits are often viewed by insured depository institutions (IDIs) as a cost-effective source of liquidity and funding. Federal bank regulatory agencies, however, consider brokered deposits to be a less stable source of funding that contributed to the 2008 global... Read More

U.S. Patent Office Launches PTAB Procedural Reform Initiative - Practice News, Summer 2017Posted on 06-07-2017

THE UNITED STATES PATENT AND TRADEMARK OFFICE (USPTO) With the enactment of the America Invents Act in 2011, the PTAB was charged with conducting proceedings to address challenges to existing patents. Those proceedings “have significantly changed the patent landscape by providing a faster, cost... Read More

Current Updates and Legal DevelopmentsPosted on 04-12-2017

HHS AGENCY PROPOSES RULE TO STABILIZE INSURANCE MARKETPLACE THE CENTERS FOR MEDICARE & MEDICAID SERVICES (CMS) issued a proposed rule aimed at stabilizing individual and small group health insurance markets in anticipation of Congress’ possible repeal and replacement of the Affordable Care... Read More

Bank Regulation and Commercial LendingPosted on 02-09-2017

By: Dwight Smith , Nelson Mullins Riley & Scarborough LLP. Bank financing can take several forms, including commercial loans, repurchase agreements, and securities borrowing transactions, all of which are subject to regulation at the federal and state levels. This article provides an overview... Read More

A Briefing on Emerging Issues Impacting Transactional Practice - Winter 2017Posted on 02-09-2017

FEDERAL COURT FAST TRACKS REVIEW OF RULING BLOCKING IMPLEMENTATION OF OVERTIME REGULATIONS THE FIFTH CIRCUIT COURT OF APPEALS ISSUED A BRIEF order December 8 granting expedited review of a November 22 ruling by a federal judge in the Eastern District of Texas preliminarily enjoining implementation... Read More

A Briefing on Emerging Issues Impacting Transactional Practice - Fall 2016Posted on 09-13-2016

STUDY ON INJECTION WELL INDUCED EARTHQUAKES THE U.S. GEOLOGICAL SURVEY (USGS) RECENTLY released its short-term forecast for seismic activity. For the first time, it includes a discussion of “Induced Earthquakes.” The study, which comes after a significant hike in the incidence of earthquakes... Read More

Acquisition Financing Commitment PapersPosted on 08-03-2016

By: Linda Curtis and Andrew Cheng , Gibson, Dunn & Crutcher LLP. Acquisition Financing: Buyer and Seller General Perspectives It is understandable that before lenders will agree to lend millions, and sometimes billions, of dollars to fund an acquisition, they require satisfaction of certain... Read More

Trends on Acquisition Finance in the United KingdomPosted on 08-03-2016

By: Stephen Gillespie and Amy Kennedy , Gibson, Dunn & Crutcher. 1. What are the typical debt components of acquisition financing in the United Kingdom? Acquisitions in the United Kingdom are typically financed either by way of leveraged loan or high yield bond (or by a combination of both... Read More

Opportunities in Derivatives for Community and Regional BanksPosted on 08-03-2016

By: Juan M. Arciniegas and Daniel O’Rourke , Vedder Price. Recently, there has been a movement by larger community banks and their regional counterparts (Interested Banks) to engage in derivatives markets. Historically, this is banking space almost exclusively inhabited by the larger commercial... Read More

Changes Needed to Protect Banking and Financial Services When Dealing with the Marijuana IndustryPosted on 08-03-2016

By: Moises Gali-Velazquez. Medical marijuana is legal in 23 states and the District of Columbia. 1 Moreover, four states have legalized marijuana’s recreational use and at least 18 more states are, or have been, considering legalization of medical marijuana. 2 Puerto Rico, a U.S. territory,... Read More

The Impact of Dodd-Frank and Capital Requirements on Commercial LendingPosted on 08-03-2016

By: Dwight Smith , Nelson Mullins Riley & Scarborough LLP. THE DODD-FRANK WALL STREET REFORM AND CONSUMER Protection Act (Dodd-Frank), 111 P.L. 203 , addresses commercial lending in two of its titles. First, and most prominently, Title I of the statute deals with risks to the stability of the... Read More

Understanding, Negotiating, and Drafting Purchase Price ProvisionsPosted on 08-03-2016

By: Steven I. Glober , Gibson, Dunn & Cruther LLP. The purchase price provisions are among the most critical terms of a merger agreement. The value of the consideration to be paid by the acquirer to the target’s stockholders will be affected not only by provisions setting forth the amount... Read More

Key Acquisition Agreement Financing TermsPosted on 08-03-2016

By: Linda Curtis and Andrew Cheng , Gibson, Dunn & Crutcher LLP. IN RECENT YEARS, THE NEGOTIATION OF AN ACQUISITION agreement and related acquisition financing commitment has become increasingly complicated, involving multiple parties. The buyer, of course, is always intimately involved in both... Read More

Conditionality in Acquisition Financing Commitment PapersPosted on 08-03-2016

By: Linda Curtis and Andrew Cheng , Gibson, Dunn & Crutcher LLP. Closing on Terms of the Purchase Agreement (Amendments) Because the buyer typically chooses specific lenders with the understanding that their commitment letter will be subject to minimal conditionality, lenders should not be... Read More

Certain Tax and Regulatory Considerations in Acquisition FinancingsPosted on 08-03-2016

By: Linda Curtis and Andrew Cheng , Gibson, Dunn & Crutcher LLP. TAX CONSIDERATIONS—FEDERAL, STATE, LOCAL, AND foreign income taxes, as well as other types of taxes such as transfer and property taxes—are a major consideration when determining the optimal structure of any business... Read More

Collateral Security and Intercreditor IssuesPosted on 08-03-2016

By: Linda Curtis and Andrew Cheng , Gibson, Dunn & Crutcher LLP. ACQUISITION FINANCINGS INVOLVE CERTAIN COLLATERAL security and intercreditor issues, including: The extent and perfection of collateral security for the borrowing The scope of guarantees (and collateral security) from multiple... Read More

Acquisition Finance Sources: Equity and Seller FinancingPosted on 08-03-2016

By: Linda Curtis and Andrew Cheng , Gibson, Dunn & Crutcher LLP. Equity Equity financing for a business acquisition can take many forms and is highly dependent on the structure of the acquisition. For example, a public or private company may purchase all or a portion of the stock of another... Read More