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  • SBA Eases the Minds of Borrowers Concerned About the PPP “Necessity” Certification

    By Procopio Partner Paul B. Johnson On May 13, 2020, the U.S. Small Business Administration (SBA), in consultation with the U.S. Department of the Treasury, added Question 46 to the list of Paycheck Protection Program (PPP) Loans Frequently Asked Questions (FAQs), significantly easing the minds of borrowers.  Summary: Recipients of PPP loans less than $2 million will be deemed to have made in good faith the certification regarding their need for the loan. Recipients...

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  • Considerations for Angel and VC Funded Startups and Emerging Growth Companies Considering a Loan under the Paycheck Protection Program

    By Procopio Partner Roger Rappoport and Associate Yeshaya Larkin, with peer review by Partner Paul Johnson What are the eligibility criteria most likely to be of concern to emerging growth companies funded by angel or institutional investors considering funding from the Paycheck Protection Program (“PPP”)? As entrepreneurs look to weather the economic disruption caused by the COVID-19 pandemic, we address this key question and many others in this overview of one of the most significan...

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  • Business Assistance Funds under the Coronavirus Aid, Relief, and Economic Security Act

    By Partners Eli W. Mansour and Paul B. Johnson and Of Counsel William A. Smelko The U.S. Congress and the White House have come together to rescue the U.S. economy in the wake of the COVID-19 pandemic with a historic $2-trillion stimulus package known as the Coronavirus Aid, Relief, and Economic Security Act  (H.R. 748, or the CARES Act). Signed into law by President Donald Trump on March 27, 2020, the new law provides various avenues of relief for business battered by the current ep...

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  • How Your Company's Valuation Can Be Impacted By Convertible Notes

    By Procopio Partner Paul B. Johnson and Attorney Aaron Sokoloff With valuations in venture capital financings at historically high levels, companies are finding that “valuation caps” and other related terms in convertible notes and other convertible instruments are having a significant effect on company capitalization. For example, if entrepreneurs and investors do not consider the effects of outstanding convertible notes when negotiating the terms of an equity financing, there can be...

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  • 5 Critical Mistakes to Avoid in Any M&A Deal

    By Procopio Partner Paul B. Johnson, Co-Leader of its Mergers & Acquisitions and Strategic Joint Ventures Practice Having worked on hundreds of merger and acquisition deals over the last few decades, I’ve found two things to be true: 1) Each deal is unique in its own way; 2) There are a few mistakes CEOs often make that complicate deals and harm their own self-interest. Allow me to outline five actions CEOs approaching a merger, acquisition, sale or joint venture should take to ...

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  • When Investors Require Side Agreements

    By Procopio Partner Paul B. Johnson and Attorney Aaron Sokoloff It has become increasingly common in venture financings for investors to require the company to enter into “side letters” – i.e. separate agreements between the company and one particular investor, which are separate from the main investment documents that are signed by all of the investors. Side letters may provide a particular investor with some unique set of rights (for example, information rights beyond what the oth...

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