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Common Stock Fair Market Value

Schwabe, Williamson & Wyatt PC

Changes of Ownership, Asset Transactions, Mergers, and Death of Borrowers or and Owner

Effective October 2, 2020, the Small Business Administration (“SBA”) issued an SBA Procedural Notice: Paycheck Protection Program Loans and Changes of Ownership; and on October 26, 2021, the SBA issued SBA Procedural Notice...more

Proskauer Rose LLP

A User's Guide to LTIP Units: A Special Form of Equity Compensation for UPREITs

Proskauer Rose LLP on

In the universe of equity compensation, an "LTIP" is a commonly used term that invokes a "long term incentive program," which is any form of award of cash or shares paid or issued in order to attract, retain and incentivize...more

King & Spalding

SBA Change in Ownership Approval Guidance

King & Spalding on

SBA Releases Guidance Addressing Corporate Mergers and Acquisitions in the Context of Paycheck Protection Program Loans - Many clients have been asking about the impact of a Paycheck Protection Program (PPP) Loan and the...more

Chambliss, Bahner & Stophel, P.C.

SBA Issues Key Guidance on Change of Ownership for PPP Loan Recipients

The Small Business Administration (SBA) recently issued a Procedural Notice (the Notice) containing details about the required procedure that Paycheck Protection Program borrowers (PPP borrowers) must follow when engaging in...more

Manatt, Phelps & Phillips, LLP

Founder’s Stock: Vesting and Acceleration

Founder’s stock refers to the equity granted, typically in the form of common stock, to founders of a company for their preformation efforts in building the company. This common stock is sold to founders at a nominal value at...more

Stinson - Corporate & Securities Law Blog

NYSE Proposes to Amend Exclusions from Equity Compensation Rules to Mirror Practice

The New York Stock Exchange proposes to amend Section 303A.08 of the Manual to clarify the circumstances under which certain sales of a listed company’s securities will not be deemed to be equity compensation for purposes of...more

Dechert LLP

Delaware Appraisal Litigation: Supreme Court Clarifies “Fair Value” Standard

Dechert LLP on

Key Takeaways - Aruba Networks continues the trend toward market-based measures of fair value in statutory appraisal actions and should further limit appraisal arbitrage opportunities. - In a statutory appraisal action,...more

Mintz Edge

Founder’s Stock – a Legal Fiction

Mintz Edge on

In common usage, a founder is an individual who creates or helps create a company, but in legal terms, there is no such thing as a “founder” or “founder’s stock,” only early participants in a company’s organization and...more

Allen Matkins

How To Confer A $6.9 Million Benefit For Less Than A Half Dollar

Allen Matkins on

In March 2011, the three-member compensation committee of EchoStar Corporation awarded options to purchase 1.5 million shares of company stock to its Chairman, Charles W. Ergen. According to EchoStar’s proxy statement for...more

Sheppard Mullin Richter & Hampton LLP

Delaware Chancery Court Rejects MBO Merger Price as Best Evidence of Fair Value in Appraisal Proceeding

In In re Appraisal of Dell Inc., No. 9322 VCL, 2016 Del. Ch. LEXIS 81 (Del. Ch. May 31, 2016) (Laster, V.C.), the Delaware Court of Chancery determined that the fair value of the common stock of Dell Inc. (“Dell” or the...more

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