Corporate Financing

News & Analysis as of

Unitranche Financing – is it for you?

The use of unitranche financing creates opportunities for lenders and value for borrowers. There are some risks that lenders must understand in these structures....more

Everything is Negotiable, including Personal Guarantees

As many entrepreneurs and small business owners know, banks, landlords and investors will often require a personal guarantee. A personal guarantee allows the lender to reach your personal assets to satisfy a debt in the event...more

The Entrepreneurs Report - 1H 2016

Dual-Class Stock: A Founder Favorite Faces Growing Investor Disapproval - Earlier this year, the investment firm T. Rowe Price adopted new voting policies that penalize companies with dual-class stock structures. They...more

Restructuring Liquidation Preferences

Job candidates may choose to work for a startup to help build something new, to work in an environment that fosters and rewards creativity, or to get the thrill of climbing aboard a “rocket ship.” New employees rarely, if...more

Mitigating Private Equity Investment Risk in the Oil Patch

Despite the current slump in oil prices, there has been a general uptick in private capital flowing into the oil patch. With the view that the worst is behind us and that prices have settled relatively, many of the biggest...more

Coming to a Hotel Near You: The Starwood-Marriott Merger

It seems fitting that Marriott’s upcoming acquisition of Starwood Hotels & Resorts (creating one of the largest hotel companies in the world) is anticipated to occur during the prime summer vacation season. The combined...more

Banks reflect on guarantees, rejoice on fees

National Australia Bank Ltd v Rose - On 21 July 2016, the Victorian Court of Appeal confirmed that a guarantee and indemnity provided by an individual was invalid on the basis that NAB had not complied with relevant...more

Brexit and Other Key Issues for CFOs and Corporate Treasurers

On June 23, 2016, the UK electorate voted to leave the European Union in an advisory Referendum. We expect the UK Government to commence negotiations to withdraw and to establish a framework for the UK’s new relationship with...more

Weekly Web Wrap-Up

Welcome to Sheppard Mullin’s Weekly Web Wrap-Up, a quick list of the past week’s top news in the social media, gaming, and virtual goods and currencies industries curated by Social Media & Games Team. Here are some of the...more

"How Companies Should Respond to New Non-GAAP Financial Disclosure Guidance"

On May 17, 2016, the staff of the Division of Corporation Finance (Staff) of the U.S. Securities and Exchange Commission (SEC) released new and revised Compliance and Disclosure Interpretations (CDIs) regarding the use of...more

"Proposed Treasury Regulations Revolutionize Tax Rules Governing Intercompany Financing Transactions"

Recently proposed Treasury regulations, which will likely be finalized this year, promise to alter the tax treatment of a wide range of intercompany financing transactions dramatically, upending nearly a century of law...more

Term Sheets and the Reimbursement of Due Diligence Costs

In today’s fast-paced lending environment, lenders often are required to order third-party reports and engage outside counsel prior to completing formal underwriting and issuing loan commitments. A non-binding term sheet is...more

Italian Floating Charge Over Movable Assets

Law Decree No. 59 of 3 May 2016 introduced a new and long-awaited security instrument in the Italian legal framework: a floating charge over movable assets. The new security called "pegno non possessorio" is meant to...more

Investing in renewable energy projects in Europe

Europe has seen a renewables surge in the last decade, with green power capacity doubling in the last five years alone. And this flood shows few signs of abating, with Europe1 set to welcome nearly 843 GW of additional...more

What impact will the PSC Register have on banking transactions?

On 6 April 2016 a new regime relating to "people with significant control" (the PSC Regime) came into effect. UK companies already subject to transparency and disclosure rules (through trading on a regulated market, for...more

European Banking Authority Reports on the Small and Medium-sized Enterprise Supporting Factor

The European Banking Authority published a report on the Small and Medium-sized Enterprise Supporting Factor. The SME SF was introduced by the Capital Requirements Regulation to counterbalance the rise in capital requirements...more

Hedging your bet—interest rate risk in financing transactions

The expression that “a rising tide lifts all boats” may be easy to disregard in today’s “low tide” of interest rates, but investors and companies that fail to have an appropriate hedge program in place risk being flooded by...more

Direct lending of securitisation SPVs - New supervisory instructions from Bank of Italy Debt Capital Markets Italy – Newsflash no....

On 9 March 2016, Bank of Italy published new updates to its supervisory instructions for banks and financial intermediaries, related to the granting of loans by securitization vehicles....more

European Acquisition Finance Debt Report 2016

Welcome to DLA Piper’s European Acquisition Finance Debt Report 2016. This report, now in its seventh year, presents detailed results of our survey of 300 participants active in the European acquisition finance debt market....more

What, If Anything, Is Wrong With The Contractual Obligations Table?

Many readers will recognize the table above as being required by Item 303(a)(5) of Regulation S-K. The Securities and Exchange Commission added this disclosure requirement in 2003, explaining in the adopting release...more

Changes to thin capitalization rules in Russia

On 15 February 2016 Federal Law No. 25-FZ was adopted and published, changing the thin capitalization rules (Article 269 of the Tax Code). The new rules are harmonized with the tax concept of related persons (in Article...more


Legal and regulatory developments in Q4 2015 continue to reject attempts by the Chinese government to respond to the significant challenges presented by the slowing market economy and other domestic crises, while the country...more

Manufacturing Matters - Winter 2016

Welcome to Manufacturing Matters, DLA Piper’s specialist publication providing a round-up of legal news, sector updates and commentary for clients and contacts engaged in the manufacturing sector. British manufacturers...more

Private Equity Market Intelligence - Manufacturing/Industrials Quarterly Report - Q4

Market Overview - Manufacturing - • Economic activity in the manufacturing sector contracted in December for the second consecutive month, said the latest Manufacturing ISM Report On Business. • Based on the...more

Looking Abroad

Speaking today at a Practising Law Institute session, Keith Higgins, Director of the Division of Corporation Finance of the SEC, Higgins addressed a number of interesting topics. For example, Mr. Higgins commented on the...more

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