United States: Acquisition Finance/LBOs/MBOs

In leveraged and asset-based lending, the unitranche structure offers a sophisticated approach to allocating risk and return among lenders within a single credit facility. How do first out and last out arrangements work in practice, and what critical provisions should lenders negotiate to protect their interests? This analysis examines the mechanics, economic features, and key considerations that inform participation decisions in these increasingly popular financing structures.

Representations and warranties insurance (“RWI”) for mergers and acquisitions (“M&A”) is more accessible than ever due to increasing democratization in the market.

You have found a business you want to buy. The seller has an existing SBA loan with a solid interest rate, and the idea of simply stepping into their shoes — taking over the loan along with the business — sounds...

On April 12, 2024, the U.S. Department of the Treasury (the Treasury) and the U.S. Internal Revenue Service (IRS) published two sets of proposed regulations...

On April 12, 2024, the Department of the Treasury and the IRS published proposed regulations regarding the application of the stock repurchase excise tax under § 4501 of the Internal Revenue Code (the "Proposed Regulations").

Investment Funds Chair Kari Harris recently spoke with Buyouts Insider about the possible changes limited partners are seeking related to continuation funds processes.

On August 14, 2020, United States District Judge Katherine Polk Failla of the United States District Court for the Southern District of New York...

Ginnie Mae's newly imposed restriction on repooling of reperforming forborne loans yet again penalizes servicers acting as essential service providers in the continuing efforts...

The prior discussion, Determining a Remedy After Oppression or Breach of Fiduciary Duty (Part 4), presented a listing of the potential remedies on a finding of a breach of duty and oppression.