On May 15, 2020 Collaberex hosted a webinar addressing common questions about loan forgiveness under the Payroll Protection Program (PPP). Signed into law on March 27th, under the CARES Act, the program offers forgivable loans of up to $10 million each to qualified small businesses in order to fund payroll and certain other overhead costs….

This is part one of a six-part series As the COVID-19 pandemic continues to wreak havoc on businesses on a global scale, many sectors of the economy have been forced to operate on a limited basis while others have been effectively shut down altogether.  The resulting conditions present a range of challenges to companies that…

April 2020 In Part I of this blog post series, we provided an overview of financial covenants in cash flow loans with a particular focus on the leverage ratio covenant and fixed charge ratio covenant. In this blog post, we will take a closer look at the maximum leverage ratio covenant and how it is negotiated in practice….

In previous blog posts, we have explored the benefits of rollover equity when selling a business, particularly the potential opportunity of a “second bite at the apple.” For selling equity owners, however, the potential upside to be earned upon the second transaction involving the company or its acquirer is not without risk. Inherent in any…

It’s All About the Leverage – Increasing Rollover Participant’s Equity Share The previous post in this rollover series provided an overview of the benefits of rollover equity when selling a business. In this post, we consider further the power of leverage in such a buyout whereby current owners can increase their equity stake in the…

When selling a business, maximizing return is the primary goal of most owners. With increasing frequency, owners – particularly those also serving as a key member of management – can increase their returns by retaining an ownership stake in their business or the business of the acquirer in lieu of entirely cashing out their ownership…

We have previously published Client Alerts summarizing the new opportunity zones tax incentive program (OZ program)created by Sections1400Z-1 and1400Z-2 of the Internal Revenue Code (Code) and proposed regulations published by the Department of the Treasury and the Internal Revenue Service in October 2018 and April 2019 (the proposed regulations). Click here to see our November…

Recent national attention on the issue of non-competition covenants has once again highlighted the question of what criteria are necessary for a court to enforce restrictions on former employees to engage in competitive activities. Several recent news articles have detailed reactions to employers’ requiring low-level employees, who do not have the ability to take meaningful…

Post-closing disputes in private mergers and acquisitions (M&A) transactions can quickly turn what was thought to be a value creating decision into a source of frustration and value destruction. Thankfully, many post-closing disputes are due to a lack of appropriate planning and insufficient forethought prior to executing the definitive acquisition agreement, meaning they can be…

For a secured lender, cash is often the most critical piece of collateral. Borrowers generally keep cash in deposit accounts at a bank. Thus, a lender will want to obtain a perfected security interest in those deposit accounts in order to have a perfected security interest in that cash. Article 9 of the Uniform Commercial…

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