Capitalization, Cap Table, & Initial Accounting

This article will serve as an explanation of some of the basics around the formation and structure of a corporation.  I am using examples for a typical corporation, but many of the concepts can apply to LLCs and the issuance of units to represent membership interests instead of stock. I)  Capitalization People need to have...

This article goes over the basic information about what a PPM is, when and why you may need one.  This information is being provided as a general overview and a basic education of the common terms and federal securities laws involved with a PPM.  Each state has its own securities laws and the discussion in...

In my previous article, I discussed the importance of a lease review. The lease agreement is the binding agreement between the Lessor and Lessee and many important considerations exist. In most leases, the Lessor-Lessee relationship is known as the Landlord-Tenant relationship. There are many important considerations when reviewing a lease.  A few additional items we...

After over 15 years of practicing law and being fortunate to own my own law firm for most of that time, I began to ponder what clients really look for in selecting a law firm.  Last year brought businesses many challenges that we never would have imagined we would face when 2020 started.  With these...

On April 9, 2020, The Federal Reserve launched the Municipal Liquidity Facility (“MLF”), a credit facility that will purchase up to $500 billion of Eligible Notes (defined below) issued by eligible states, local governments, and instrumentalities (“Eligible Issuers”). The term sheet released by the Federal Reserve (available here) on April 9th further clarifies the terms...

In the wake of COVID-19, two (2) critical methods of relief are being offered to business owners across the country. The first is the Economic Injury Disaster Loan (“EIDL”) which is administrated by the Small Business Administration (“SBA”). The EIDL is a low-interest, non-forgivable loan available to a wide variety of business owners with key...

Deferment is no longer required for non-disaster SBA loans. Instead, the CARES Act will provide immediate relief to small businesses with non-disaster SBA loans, in particular 7(a), 504, and microloans.  Under it, SBA will pay all loan payments on or after March 27, 2020 on these SBA loans, including principal, interest, and fees, for six...

We recently sent out information to inform borrowers about potential deferment options available depending on loan type. Recently, clients have encountered lenders refusing to entertain deferment instead insisting borrowers take out an SBA Disaster Assistance Loan (“DALs”) to pay their mortgage or seek potential financing under the proposed legislation currently known as the CARES Act....