The SEC issued an order on Wednesday that provides companies that are unable to comply with their filing obligations as a result of coronavirus (COVID-19) with additional time to file rep...
On March 18, 2020, a unanimous Delaware Supreme Court held in Salzberg v. Sciabacucchi that provisions in a Delaware corporation’s certificate of incorporation requiring actions arising...
This memorandum outlines some key considerations for companies contemplating restructuring their outstanding debt securities on more favorable terms in the current market affected by coro...
Alternative tests are available to permit a “tack-on” offering to achieve tax fungibility even where the new notes are issued with more than de minimis OID.
The SEC has historically imposed burdensome financial statement requirements on companies that issue debt that is either guaranteed by subsidiaries or secured. Because most high yield deb...
Last week, the Securities and Exchange Commission proposed broad changes to the current private offering framework. Recognizing the growing market for private investments, this is the lat...
On January 30, the Securities and Exchange Commission released interpretive guidance for companies regarding disclosure of key performance indicators and other metrics in Management’s D...
Last week the SEC issued three new Compliance & Disclosure Interpretations intended to give clarity to last spring’s rule changes that allowed companies to omit discussion of the earlie...
On December 18, the SEC proposed rules that would require resource extraction companies to disclose payments made to foreign governments or to the U.S. federal government for the commerci...
The SEC staff recently provided guidance for companies on disclosing risks to their intellectual property, technology and data arising from international operations, particularly in juris...
