On December 30, 2021, the Internal Revenue Service (IRS) published final regulations for the IBOR transition. This Legal Update provides background on the principle US federal income tax concern with IBOR-related amendments to existing contracts and an overview of previous IRS guidance aimed at addressing the concern. The Update then discusses the types of modifications
MB Microtalk: SOFR Floating Rate Notes
In this MB Microtalk video, Mayer Brown counsel Brad Berman discusses Secured Overnight Financing Rate (“SOFR”) Floating Rate Notes. This brief video provides an overview and discusses the development of SOFR as a benchmark.
Visit our MB Microtalk page for more topics and talks.
Insights from Chair Gensler on the Rulemaking Agenda
At a recent conference, Securities and Exchange Commission Chair Gary Gensler gave wide-ranging remarks addressing market structure issues, LIBOR and other rates, and the Commission’s regulatory agenda.
Addressing regulatory initiatives relating to public company disclosures, Chair Gensler noted he has asked the Staff to put together recommendations on mandatory company disclosures on climate risk and
IBOR Transition: Current Status of US Federal Tax Guidance
May 12, 2021 Webinar
11:00am – 12:00pm EDT
Register here.
For US federal tax purposes, the main consideration for replacing an interbank offered rate (IBOR) with a fallback rate (or of adding a fallback mechanic to an existing instrument) is that this alteration could result in a deemed exchange of the instrument (with tax
Market Trends 2020/21: Risk Factors
Lexis Practice Advisor
This practice note focuses on recent market trends in risk factor disclosure required in US Securities and Exchange Commission (SEC) filings and provides recent risk factor disclosure examples, covering COVID-19, Brexit, London Interbank Offered Rate (LIBOR) cessation, cybersecurity, and China-based issuers. Additionally, this practice note discusses recent amendments to the description of
The New York LIBOR Legislative Solution Becomes Law
On April 7, 2021, the proposed New York “legislative solution” for legacy USD LIBOR contracts became Article 18-C of the New York General Obligations Law. Article 18-C is primarily aimed at USD LIBOR contracts, securities or instruments (e.g., floating rate notes (“FRNs”), loans, securitizations and mortgages) with the 2006 ISDA Definitions LIBOR fallbacks,
SIFMA’s C&L Virtual Forum
Wednesday, September 23, 2020 and Thursday, September 24, 2020
Click here for more information.
The firm is proud to sponsor the SIFMA Compliance & Legal Virtual Forum, a two-day September event featuring industry leaders’ perspectives on the current regulatory and enforcement environments, lessons learned thus far, and much more.
Marlon Paz will speak on a
Virtual Event: PLI’s 16th Annual SEC reporting & FASB Forum for Mid-sized & Smaller Companies
Monday, September 21, 2020
Register here.
This year’s virtual PLI program will cover accounting, disclosure and reporting relief related to COVID-19 for mid-sized and small reporting companies. Further discussions throughout the webinar include the standard-setting agenda of the FASB, updates on rulemaking, interpretive guidance, frequent comments, and enforcement actions emanating from the SEC.
Mayer
Amending LIBOR-based Preferred Securities
Issuers with outstanding fixed-to-floating or floating rate preferred securities or depositary shares representing an interest in underlying preferred securities will soon need to consider how to address operative LIBOR-based provisions in advance of the cessation of LIBOR. The governing documents for many outstanding depositary shares and preferred securities that reference LIBOR do not envision a
Consent Solicitations: Challenging Orthodoxies
Is 100% consent of the holders required to change the interest rate of an outstanding LIBOR floating rate note? Many practitioners would say yes, but we examine another approach in our article “Consent Solicitations: Challenging Orthodoxies”, published in this month’s REVERSEinquiries newsletter.