March 2020

The Senator Traded While His Constituents Died: A Legal Analysis of Insider Trading by Public Officials

By John C. Coffee, Jr. March 31, 2020 by renholding

The coronavirus’ impact across the United States will make an epic, even Tolstoyan, saga, sweeping across all levels of American society and featuring brave heroes and tragic victims. But so far, this story has lacked one figure that every drama …

Wachtell Lipton Discusses Disclosure Issues Relating to COVID-19

By Wachtell, Lipton, Rosen & Katz March 31, 2020 by renholding

Among the many issues facing public companies as a result of the COVID-19 pandemic is how to handle disclosure.  The pandemic is having a material impact on most companies.  While in a few cases the crisis may actually be increasing …

Private Company Fraud and Enforcement

By Verity Winship March 30, 2020 by renholding

Companies can get big without going public. The number of U.S. listed companies is down by half, and the last few years have seen more capital raised on the private side than on the public side. Despite this well-documented shift …

Davis Polk Discusses Whether Companies Should Play Strong Defense in Hostile Times

By William Aaronson, Neil Barr, Louis Goldberg and Darren Schweiger March 30, 2020 by renholding

Extreme dislocation and a major sell-off in global equity markets have led to many public companies finding their stock prices at severely depressed levels, often over 50% off last twelve month highs.

While most companies and investors are in crisis …

COVID-19: A Global Moratorium for Corporate Bonds

By Horst Eidenmüller, Luca Enriques and Kristin van Zwieten March 27, 2020 by renholding

The alarming prospect of widespread defaults by viable firms caused by the COVID-19 pandemic has prompted various proposals for financial assistance from states. But firms might face financial distress before these measures become effective. Smaller firms with concentrated debt may …

Cleary Gottlieb Discusses Fed’s Final “Stress Capital Buffer”

By Hugh C. Conroy, Allison Breault and Zachary Baum March 27, 2020 by renholding

On March 4, the Federal Reserve finalized a significant integration of its stress testing regime with its ongoing supervisory capital requirements, by introducing a new “stress capital buffer” requirement for firms subject to the Federal Reserve’s CCAR supervisory stress tests.  …

A “Majeure” Update on COVID-19 and MAEs

By Matthew Jennejohn, Julian Nyarko and Eric Talley March 26, 2020 by renholding

Beyond the extraordinary human toll it continues to exact, the coronavirus has thrown a pall of uncertainty over hundreds of corporate transactions that were signed and waiting to close at the pandemic’s onset. As we noted in our previous Blue …

SEC Chairman on the Essential Connections Among Markets, Businesses, and Workers in the Time of Covid-19

By Jay Clayton March 26, 2020 by renholding

Over the past several weeks, my colleagues at the SEC, other regulators, elected officials, market participants and others have asked my views on the functioning of our capital markets, and the importance of those markets, in the context of our

…

Operational Failures and Financial Crises

By Hilary J. Allen March 25, 2020 by renholding

Past financial crises have been characterized by panics, runs, and restrictions on the availability of credit, and our crisis prevention measures (including capital regulation, deposit insurance, and the lender of last resort) have been adopted in light of this historical …

Simpson Thacher Discusses Covid-19 and Insurance Coverage

By Mary Beth Forshaw, Bryce Friedman and Karen Cestari March 25, 2020 by renholding

As the respiratory illness known as coronavirus disease 2019 (“COVID-19”) spreads across the globe, so too are its major impacts on businesses, financial markets, and international trade and commerce.  Business are confronting a range of losses related to the World …

Congress Should Endorse the Federal Reserve’s Extraordinary Measures

By Kathryn Judge March 24, 2020 by renholding

The rapid spread of Covid-19 and massive change in behavior required to curb it have transformed the trajectory of the world’s economy.  Just a few short weeks ago, the United States was basking in the longest period of sustained economic …

Gibson Dunn Discusses the Coronavirus, Private Equity, and Portfolio Company Finances

By Michael Nicklin and Jamie Thomas March 24, 2020 by hdh2120

With confirmed cases of COVID-19 now in more than 50 countries and the death toll rising almost daily, experts are predicting that the situation will get significantly worse before it gets better. Concerns over the impact of the virus have …

Senator Richard Burr and Mixed Motives for Insider Trading

By Andrew Verstein March 21, 2020 by renholding

In response to accusations Friday of trading on non-public information about the coronavirus, Senator Richard Burr of North Carolina asserted independent and lawful grounds for unloading between $628,000 and $1.72 million worth of stock. “I relied solely on public news …

Cleary Gottlieb Discusses New SEC Rules on Guaranteed and Collateralized Securities

By Nicolas Grabar, Katherine M. Clemens and Stephanie Fontana March 21, 2020 by hdh2120

On March 2, 2020, the SEC adopted rule changes to simplify the financial disclosures that are required when an issuer offers debt securities with guarantees.[1]  The old requirements were complex, and in some circumstances burdensome, and the utility of …

Operating Systems: How Tech Is Changing Asset Management

By Dirk A. Zetzsche, William A. Birdthistle, Douglas W. Arner and Ross P. Buckley March 20, 2020 by renholding

The impact of technology on finance (FinTech) is one of the hottest topics in business, law, and regulation, with academics and practitioners considering a host of issues that include cryptocurrencies, robo-advice, initial coin offerings, and algorithmic analyses of big data.  …

Gibson Dunn Offers Checklist for M&A Amid the Coronavirus

By Mark D. Director, John M. Pollack, Pavel A. Shaitanoff, George P. Stamas and Marina Szteinbok March 20, 2020 by renholding

The emergence and rapid escalation of COVID-19 continues to alter every facet of daily life across the globe. For businesses, challenges range from protecting and supporting employees and customers, to contributing to evolving efforts to battle COVID-19, to fighting for …

Coronavirus Is Becoming a “Majeure” Headache for Pending Corporate Deals

By Matthew Jennejohn, Julian Nyarko and Eric Talley March 19, 2020 by renholding

A folk proverb from the American West teaches that the most important ingredient of a successful rain dance is timing. And the timing couldn’t be worse for signed corporate deals hanging in the balance at the onset of the novel …

Paul Weiss Offers M&A at a Glance for February 2020

By Matthew W. Abbott, Scott A. Barshay, Angelo Bonvino, Ariel J. Deckelbaum, Robert B. Schumer and Taurie M. Zeitzer March 19, 2020 by renholding

M&A activity globally and in the U.S. was mixed in February. Overall, the number of deals continued to decline in both the U.S. and the rest of the world, while total deal value[1] showed signs of recovery relative to …

The Cost of Doing Business: Corporate Crime and Punishment Post-Crisis

By Dorothy S. Lund and Natasha Sarin March 18, 2020 by renholding

For many years, law and economics scholars, as well as politicians and regulators, have debated whether corporate criminal enforcement deters too much beneficial corporate activity or lets corporate criminals off too easily. This debate has recently grown more polarized: On …

Cleary Gottlieb Discusses Fed’s Final “Stress Capital Buffer” Requirement

By Hugh C. Conroy, Allison Breault and Zachary Baum March 18, 2020 by renholding

On March 4, the Federal Reserve finalized a significant integration of its stress testing regime with its ongoing supervisory capital requirements, by introducing a new “stress capital buffer” requirement for firms subject to the Federal Reserve’s CCAR supervisory stress tests. …