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Tagged: COVID-19

Practice Pointers

Transition Service Agreements (TSA): Understanding the Key Considerations

Often, when a buyer purchases a specific business unit of a company, complexities arise for both buyer and seller as the business unit being sold frequently depends upon several services provided by the seller. At the time of closing, the buyer may not have the infrastructure, resources, or functionality to initially support these services. Transition services agreements (“TSAs”, for short) are effective tools in addressing these issues and can help ensure a smooth transition during the divestiture. A TSA is...

Legal Developments

Disaster Suspension Continues-COVID-19 Corporate Issues in Alaska

Earlier we reported that on March 19, 2020 (Effective Collaboration with Governor Nets Pragmatic Solution) the Governor of the State of Alaska temporarily suspended certain provisions of the Alaska Corporations Code AS 10.06.405(a) (in person requirement) and AS 10.06.410(a) (notice requirement) for annual meetings until April 12, or later date, if the disaster declaration is extended.  On April 10, 2020, Governor Dunleavy signed into law Senate Bill 241 (the “Act”).  The Act extended the Governor’s March 11, 2020 Disaster Declaration...

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Legal Developments

COVID-19 Issues Appearing in Representation and Warranty Insurance Policies

Since the escalation of the COVID-19 pandemic, we’ve seen the emergence of proposed exclusions from coverage in representation and warranty insurance (RWI) policies.  For example, a buy-side policy found in a recently signed deal contains the following exclusion: the inability to fulfil customer orders based on a lack of stock in the period after 5 months from Closing caused by disruptions to the Target Group’s supply chain as a result of the spread of the Novel Coronavirus, including, but not...

Practice Pointers

Impacts of COVID-19 on Food, Beverage and Agribusiness M&A

The current macro and micro dynamics in the food and ag sector are rapidly shifting and uncertain, particularly in today’s world of the coronavirus. From a changing regulation and political environment to generational succession planning challenges, change and unknowns are creating both challenges and opportunities. As a result, consolidation in the food and ag sector is occurring at an unprecedented rate.  On March 25, 2020 Dorsey partner Michael Droke presented a webinar addressing the impacts of Coronavirus/COVID-19 on the M&A...