Erik A. Lopez

SEPTEMBER 23, 2015

” Thus, the MAE qualification renders some adverse events irrelevant and non-actionable under the agreement. Note that, in this context, the inclusion of the MAE concept is favorable to the seller because it reduces the disclosure obligations and risk of breach by the seller. Material Adverse Effect Definition.

Net Debt 52

Net Debt EBIT Marketability Specific Risk 52

Audit Board

DECEMBER 7, 2022

There’s a whole re-fortification of supply chains, but it’s looking at it from a business continuity perspective, and how to create a risk playbook for effective response and recovery from a major risk event. . Assurance : But then you come to the “A” of the risk objectives, and that’s assurance.

Start-ups 52

Start-ups Compliance Specific Risk Technology 52

Audit Board

JANUARY 12, 2023

Data Processing Scope – Identifying the specific assets, processing environments, and storage environments in which each type of data is handled. Specific Framework Requirements – Identifying specific risk management requirements of any frameworks in scope for the cybersecurity risk management program.

Compliance 97

Compliance Start-ups Asset-based Approach Specific Risk 97

Cooley M&A

OCTOBER 29, 2018

M&A practitioners have long advised boards of directors that the Delaware courts have never found that the events or circumstances in a particular transaction met the contractual standard of having a material adverse effect (or MAE) as defined in a merger or acquisition agreement.

Compliance 52

Compliance EBITDA Specific Risk Marketability 52

Class VI Partner

JULY 28, 2021

Buyers and sellers often disagree about what are truly one-time expenses (one of our favorite sayings is: “Life is a series of one-time events”), or what expenses a buyer should not expect to incur going forward (e.g., unusual litigation, moving, etc.) or expenses that a buyer should not expect to incur after closing (e.g.,

Book Value 52

Book Value Equity Enterprise Value Fair Market Value 52

Harvard Corporate Governance

AUGUST 21, 2023

As one geopolitical advisor noted, risk events matter, but it’s much more important to think about the broader structural environment that raises and lowers the probability of each risk and to understand the different possibilities. Crisis readiness and resilience. Make business continuity and resilience part of the discussion.

Compliance 189

Compliance Technology Start-ups Specific Risk 189

Audit Board

AUGUST 16, 2023

Targeted risk management practices like ORM and SCRM have risen to address emerging areas of risk, with those disciplines focused on mitigating risks associated with operations and the supply chain. Contingency plans specific to physical sites or systems help mitigate the risk of employee injury and outages.

Start-ups 52

Start-ups Compliance Technology Specific Risk 52

Reynolds Holding

MAY 23, 2023

Despite the investor protections recently enacted under the ’33 and ’34 Acts, there still were specific risks to investors who were dealing with investment advisers and investment companies. [3] 2] They identified, though, a set of failures with the funds of those days.

Banking 40

Banking Technology Marketability Capital Structure 40

Harvard Corporate Governance

NOVEMBER 21, 2022

Impact of COVID-19 : As we enter the third year of the pandemic, it may still be too early to entirely eliminate COVID-19 specific risk factors, but companies may be able to significantly streamline their disclosures. Four Important Drafting Considerations when Updating Annual Memo Risk Factor Disclosures.

Technology 246

Technology Marketability Compliance Finance 246

Audit Board

MAY 2, 2023

New laws and compliance mandates will require timely disclosure of non-compliant events under threat of penalty from greater enforcement of regulations. Requirements are tracked by mapping frameworks to specific risks and controls. New or updated regulations are integrated to ensure that organizations stay compliant.

Compliance 52

Compliance Technology Specific Risk 52

Class VI Partner

JULY 28, 2021

This method can be complicated in the event actual EBITDA as diligence by a buyer turns out to be less than the EBITDA represented by the buyer in its selling materials. CoPilot will help you identify what specific risks your business has that decrease company value and reduce your certainty of close.

EBITDA 52

EBITDA Accounting Firms Banking Start-ups 52

Cooley M&A

MARCH 1, 2019

Relative to choosing a single exit strategy, a dual-track process tends to be more complicated and resource-intensive, while also posing some specific risks. Pursuing a “dual-track” process involves preparing for an initial public offering at the same time as running a private M&A process, often through an auction.

Equity 52

Equity Marketability Specific Risk Finance 52

Brian DeChesare

JULY 27, 2022

Often, they aim to profit from macro moves such as changing interest rates while hedging company-specific risk. These funds tend to favor distressed or stressed bonds and attempt to profit via fundamental changes in the issuer’s credit profile while hedging interest-rate risk. There’s a good summary here.

Equity 52

Equity Start-ups Private Equity Firm Beta 52

Reynolds Holding

AUGUST 9, 2023

General market risk is the risk of loss that could result from broad market movements, such as changes in the general level of interest rates, credit spreads, equity prices, foreign exchange rates, or commodity prices. This market risk measure is used to adjust an organization’s total RWAs.

Banking 52

Banking Market Risk Marketability Finance 52