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Minnesota Governor Signs Executive Order Regarding Annual Meetings of Minnesota Public Companies

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Minnesota Governor Tim Walz has signed Emergency Executive Order 20-43 addressing the annual meeting requirements of Minnesota public companies as a result of the COVID-19 pandemic.  According to the Executive Order: If, as a result of the public health threat caused by the COVID-19 pandemic, a board of directors wishes... Read More

Topics: COVID-19, Public Companies and Securities

Reconsidering PPP Eligibility – Should Public Companies and Financially Strong Borrowers Repay PPP Loans?

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Judith Araujo, Jack Bowling, Susan Warshaw Ebner, Steve Quinlivan, Patrick Respeliers and Gerald Weidner also contributed to this post. A number of public companies applied for and received potentially forgivable loans under the Paycheck Protection Program (PPP). To be eligible for a PPP loan a borrower does not need to... Read More

Topics: COVID-19, Public Companies and Securities

NYSE Waives Shareholder Approval Requirements in Response to COVID-19

On April 6th, the Securities and Exchange Commission approved the New York Stock Exchange’s request to provide temporary waivers of the shareholder approval requirements applicable to certain kinds of equity issuances under the NYSE’s Listed Company Manual as part of the Exchange’s ongoing efforts to respond to the challenging fund-raising... Read More

Topics: COVID-19, Public Companies and Securities

Examples of Paycheck Protection Program Disclosures in SEC Reports

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Public companies have begun to make disclosures regarding receipt of loan proceeds from the Paycheck Protection Program established by the CARES Act. Two recent examples are set forth below. Potbelly Corporation Form 8-K:  On April 10, 2020, Potbelly Sandwich Works, LLC (the “Borrower”), an indirect subsidiary of Potbelly Corporation (the... Read More

Topics: COVID-19, Public Companies and Securities

SEC Chair and Corporation Finance Director Share Views on First Quarter Earnings Communications

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SEC Chair Jay Clayton and William Hinman, Director, Division of Corporation Finance, shared their views in a public statement on first quarter earnings communications. Highlights of the wide-ranging statement are discussed below. According to Messrs. Clayton and Hinman, company disclosures should reflect investor interest in: where the company stands today,... Read More

Topics: COVID-19, Public Companies and Securities