News & Analysis as of

Balance Sheets

German Corporate Law Update: Important Changes in Acquisitions and Investments

For companies interested in investing in, purchasing or selling German companies, here are several recent developments related to Data Privacy and Cybersecurity, M&A, Employment and Tax law that are helpful to keep in mind....more

German Corporate Newsletter - March 2017

For companies interested in investing in, purchasing or selling German companies, here are several recent developments related to Data Privacy and Cybersecurity, M&A, Employment and Tax law that are helpful to keep in mind....more

Newsletter Corporate - February 2017

M&A - Balance Sheet Guarantees: German case law has recently developed new requirements for drafting Balance Sheet Guarantees in Share Purchase Agreements. If not properly drafted, such Balance Sheet Guarantees may be...more

SEC Grants Broker-Dealers Relief under New Lease Accounting Standard

To perhaps oversimplify things greatly, the new GAAP for lease accounting will require operating leases to be recorded on the balance sheet much like the current treatment for capital leases. This shift in GAAP could wreak...more

Court of Appeal considers the treatment of contingent assets in balance sheet test

by Reed Smith on

Evans v Jones [2016] EWCA Civ 660 - Executive Summary - The Court of Appeal recently considered an appeal from the liquidators of a property development company which went into creditors’ voluntary liquidation. The...more

One test or two? Insolvency events of default after Eurosail (continued)

by Dentons on

Facility agreements almost always contain events of default based on a borrower's insolvency. Defining insolvency is therefore key. In an article published in July 2013 we discussed how, following Eurosail, the common law was...more

Acquisitions of Publicly Traded Corporations: A Cure for the Two Step in Texas

by Locke Lord LLP on

The State of Delaware recently adopted amendments, which will be effective on August 1, 2016, to an oft-used statute that streamlines the acquisition of a public Delaware corporation (the “Target”) structured as a tender...more

What is the potential impact of Brexit on the European System of Accounts (ESA10)?

by DLA Piper on

One of the key benefits of PPP has always been the 'additionality' of investment that off-balance sheet treatment can offer. However, the emergence of the European System of Accounts (ESA10) heralded a shift away from...more

Want to Work in Compliance – Learn How to Read a Balance Sheet

by Thomas Fox on

One of the most interesting tag lines I heard at Compliance Week 2016 was the following, if you want to work in my compliance department; you need to learn how to read a balance sheet. I thought that single line encapsulated...more

Consultation on Guidelines for Prudential Treatment of Problem Assets

by Shearman & Sterling LLP on

The Basel Committee on Banking Supervision published a consultation document on guidelines for the prudential treatment of problem assets focusing on credit categorization definitions. In the context of the financial crisis,...more

Federal Reserve Bank of New York Releases Report on Organization of Global Banks

by Shearman & Sterling LLP on

In early April, the Federal Reserve Bank of New York released a staff report entitled “Organizational Complexity and Balance Sheet Management in Global Banks,” which analyzes the evolution of banks from standalone...more

How Much Is A Lease Worth?

by Murtha Cullina on

If I got paid a dollar for every time a client asks me “What is this property worth?” then I wouldn’t be writing this blog – I’d be fishing or playing golf. As I tell my clients the market value of real property is what...more

The Economist Frames the Argument Against Excessive Bank Regulation (somewhat unintentionally)

by Bryan Cave on

On March 26, 2016, The Economist published an article entitled “The Problem with Profits.” That article discussed the high profitability of U.S. firms and why that seemingly positive fact is actually harmful to the overall...more

The New Lease Accounting Standard–What Lawyers Need to Know Now

With calendar year-end Form 10-K filings almost completed, you may have noticed the addition of Accounting Standards Update No. 2016-02 “Leases (Subtopic 842)” to the MD&A subsection addressing new accounting standards. In...more

New Lease Accounting Rules Are Final: Retailers and, Ultimately, Landlords Can Expect Changes

by Goulston & Storrs PC on

We recently wrote about expected changes to the rules governing the way leases are accounted for on balance sheets and suggested the changes would have major implications for retailer tenants and longer term implications for...more

Germany’s Maple Bank Indemnification: Implications for Creditors

by Reed Smith on

On 12 February 2016, the German Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht, or BaFin) declared Maple Bank GmbH (“Maple”) as an indemnification case, meaning that the German deposit...more

Change in Lease Accounting Rules to Have Major Impact for Retailers, and Ultimately, Landlords Too

by Goulston & Storrs PC on

Rules governing the way leases are accounted for on balance sheet rules are expected to change in the first quarter of 2016 with major implications for retailer tenants and longer term implications for landlords....more

HMRC consults on bank levy changes

by Dentons on

HMRC and Treasury are consulting on changing the scope of the bank levy from a global balance sheet basis to a UK balance sheet basis. The changes would take effect from 2021. The proposal is that, from 2021, all banking...more

Recent Credit Agreement Restricts Ability of CLOs to Pledge Loans and Ability of Lenders to Sell Participations on the LSTA Form

by Morrison & Foerster LLP on

A broadly-syndicated U.S.-law credit agreement which closed recently includes language limiting the ability of lenders to grant pledges or sell participation interests in their loans. The language appears to be intended to...more

Wrongful Trading: Robin Hood’s not-so Merry Men

by Reed Smith on

Brooks and another v Armstrong and another [2015] EWHC 2289 (Ch) 0 - In a rare judgment considering wrongful trading in detail, the memorably-named “Robin Hood” case considers at which point the directors ought to have...more

Agency CMBS – the perfect pill for a large loan CMBS pricing headache!

by Reed Smith on

The recent below par pricing of two Goldman Sachs arranged CMBS deals demonstrate the potential perils of CMBS as a distribution tool for CRE debt. Indeed, these two deals bring into stark focus the pricing quandary that...more

Agency CMBS – the sophisticated tool for raising cheaper commercial real estate debt!

by Reed Smith on

As was the case prior to the global financial crisis, the current driver for all new European CMBS deals stems from the adoption by investment banks of the originate-to-distribute business model for financing commercial real...more

Delaware court of chancery issues significant ruling on the ability of creditors to assert fiduciary duty claims against...

by DLA Piper on

In Quadrant Structured Products Co. v. Vertin, 2015 WL 2062115 (Del. Ch. May 4, 2015), the Delaware Court of Chancery (Vice Chancellor J. Travis Laster) announced a bright-line standard governing the threshold inquiry of when...more

Court Of Chancery Explains Creditor’s Right To File Fiduciary Duty Claims

by Morris James LLP on

While it is generally known that creditors may only file derivative suits when the company is insolvent, there have been many open issues about what exactly that means. This decision answers many of those questions by...more

Study Finds Executive Compensation Clawback Provisions Do Not Eliminate Possible Earnings Manipulation

Academics in Hong Kong have found that companies that have adopted executive compensation clawback provisions tend to substitute one type of earnings manipulation for another, and that this trend is more pronounced in...more

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