S&C Critical Insights

Insights on Shareholder Activism

Werner Ahlers and Sergio Galvis speak about shareholder activism’s rise in Latin America in a podcast, drawing lessons from what the Firm has seen in Europe, Asia and the United States. They authored a chapter discussing how Latin American companies may draw on crisis management techniques and strategies primarily deployed by those in the United States.

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The Impacts of COVID-19 on U.K. M&A

In this episode of S&C’s Critical Insights podcast series, London corporate partners Vanessa Blackmore, Jeremy Kutner and Ben Perry discuss the impact of the COVID-19 pandemic on M&A in the U.K. Vanessa, Jeremy and Ben explore some of the issues that are arising as a result of general economic and market conditions, the impact of COVID-19 on businesses that are being acquired and the responses by governments to COVID-19, and consider whether, and if so how, these may change market practice.

The Value of PIPE Transactions During COVID-19

In this episode of S&C’s Critical Insights podcast series, Ari Blaut, a partner in S&C’s Finance & Restructuring Group and co-head of the Firm’s U.S. Credit & Leveraged Finance practice, and Krishna Veeraraghavan, a leading partner in S&C’s Mergers & Acquisitions Group, discuss the growing interest in PIPE transactions in response to the COVID-19 pandemic. The crisis has created serious challenges for businesses: supply chain issues, declines in demand and pressures in receivables. Krishna and Ari explore how PIPE transactions are generally structured and why they have become an attractive solution for severe liquidity issues now.

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Temporary Measures Announced to Assist U.K. Issuers

In this episode of S&C’s Critical Insights podcast series, London partners Vanessa Blackmore and Ben Perry discuss new temporary measures announced by the U.K.’s Financial Conduct Authority designed to assist UK listed companies during the COVID-19 pandemic. These measures are principally designed to enable companies to raise additional equity capital quickly and effectively, while balancing the needs of investors. Vanessa and Ben explore four major areas in which companies have gained more flexibility: pre-emption rights, working capital statements, the simplified prospectus regime and shareholder meetings.

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U.K. Corporate Financing Facility During COVID-19

In this episode of S&C’s Critical Insights podcast series, London partners Vanessa Blackmore and Ben Perry discuss a new U.K. government initiative that will provide short-term liquidity during the COVID-19 pandemic for businesses making a material contribution to the U.K. economy. Under the initiative, the Bank of England will support eligible companies who had an investment grade credit rating or equivalent on March 1, 2020 by acquiring commercial paper issued by those companies. Vanessa and Ben consider how companies can take advantage of the new facility and what has been happening so far.

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Australian Legislative and Regulatory Developments During Covid-19

In this episode of S&C’s Critical Insights podcast series, Waldo Jones, head of S&C’s Australia practice, discusses legal developments in Australia resulting from the COVID-19 pandemic. Wally considers Australian legislative and regulatory developments impacting Australian companies, including parties seeking to acquire Australian businesses, and opportunities and considerations for Australian companies in the U.S. capital markets. He also explores important issues companies should be aware of when considering debt liability management and restructuring transactions in U.S. debt capital markets.

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The Impact of COVID-19 on Government Investigations

In this episode of S&C’s Critical Insights podcast series, Nic Bourtin, managing partner of S&C’s Criminal Defense and Investigations Group and a co-head of the Firm’s FCPA and Anti-Corruption Group, and Aisling O’Shea, co-head of S&C’s FCPA and Anti-Corruption Group, discuss what COVID-19 means for government investigations. As the pandemic continues to unfold, Nic and Aisling discuss the impact of the crisis on ongoing investigations, then look ahead to the future of government investigations post-COVID-19.

Using Rights Plans to Preserve Net Operating Losses Under COVID-19

In this episode of S&C’s Critical Insights podcast series, Eric Krautheimer, one of the Firm’s leading M&A partners, and Melissa Sawyer, co-head of S&C’s Corporate Governance & Activism practice, discuss how boards can take appropriate steps to protect valuable net operating losses (NOLs) during COVID-19. Based on recent market moves and the potential for a prolonged period of economic uncertainty, businesses experiencing significant revenue drops as a result of COVID-19 may have, or will likely accumulate, significant NOLs that can be used to offset corporate tax liabilities in future years. Eric and Melissa discuss considerations for companies looking to adopt an NOL rights plan, one of the most effective ways companies can employ to protect NOLs.

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Key Employer Takeaways Under New CARES Act

In this episode of S&C’s Critical Insights podcast series, Julie Jordan, co-head of S&C’s Labor & Employment group, and Jeannette Bander, partner in the Firm’s Executive Compensation group, discuss key employer takeaways for the Coronavirus Aid, Relief and Economic Security (CARES) Act. The CARES Act provides for a significant expansion of unemployment benefits and an unprecedented forgivable loan program for small businesses that avoid certain employee reductions. The act also makes financial assistance available to other businesses that follow specific labor and employment restrictions. Julie and Jeannette discuss certain key aspects of the act, which merit careful consideration for employers going forward.

The Federal Reserve Reacts To COVID-19

In this episode of S&C’s Critical Insights podcast series, Tom Baxter, a member of S&C’s Financial Services Group, discusses new actions taken by the Federal Reserve to support families and businesses in response to COVID-19. The actions will support the flow of credit to those in need, providing longer loans and reducing liquidity pressures for creditors. Tom discusses the Federal Reserve’s six new lending facilities and other methods the organization is taking to support banks during the pandemic.