:הבהרות בדבר הסיכונים הכרוכים בקבלת הלוואה תחת התכנית להגנת שכר

The Paycheck Protection Program (PPP Loans)

במהלך עשרת הימים האחרונים התפרסמו מספר הנחיות אשר, יחד עם התבטאויות של בכירים בממשל האמריקני, מעבירות את המסר לפיו הפיקוח על קבלת הלוואות תחת ה- Paycheck Protection Program יתהדק.  ההנחיות מנוסחות באופן המותיר לא מעט אי בהירות לגבי הזכאות לקבלת ההלוואות. הפוסט המצורף מתאר את תמונת המצב לעת עתה. 

ליצירת קשר בנושא, אנא פנו לעורכי הדין המתמחים בנושא, אפרים שמיידלר ואהרון כץ. אפרים ואהרון חברים במחלקת התאגידים במשרדנו בתל-אביב ולהם ניסיון רב בעבודה מול לקוחות ישראלים הפועלים בארה”ב.

A Warning

Those who have obtained Paycheck Protection Program (PPP) loans (or have applied or been approved for such loans but not yet received the loan proceeds) have been warned by the U.S. federal government to make sure that they, in fact, qualify for the loans. Secretary Mnuchin exonerated lenders who processed the loans and warned that it is the borrowers themselves who sign the application and make the relevant certifications who face potential criminal action for false certifications. Borrowers have now been given a grace period until May 7, 2020, to repay loans they may have obtained “based on a misunderstanding or misapplication of the required certification standard.” This short — now less than one-week — period gives PPP loan borrowers very little time to act, and is aggravated by the ambiguity of applicable regulatory and other guidance as discussed below.

Thinking About What to Do

Borrowers are, and should be, asking, “what do we do about our PPP loan?” They are doing so in a unique moment. Indeed, a former member of a Congressional oversight board following the last financial crisis opined in the Wall Street Journal: “[B]orrower beware! Businesses with flexibility should seriously consider to what extent accepting the terms of federal loans or other support may be a Faustian bargain. The ultimate cost may dramatically outweigh the temporary gain.” Understanding the issues that inform the answer to this question unfortunately involves some detailed analysis as discussed in the full alert.

Read the full GT Alert, “What to Do Now With Your CARES Act PPP Loan”

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Photo of Peter H. Lieberman Peter H. Lieberman

Peter H. Lieberman is Co-Chair of the Global Corporate Practice. He has more than 30 years of broad experience in mergers and acquisitions, private equity, public company and hedge fund transactions, start-up and venture capital financings, and complex securities trading and structuring matters.

Peter H. Lieberman is Co-Chair of the Global Corporate Practice. He has more than 30 years of broad experience in mergers and acquisitions, private equity, public company and hedge fund transactions, start-up and venture capital financings, and complex securities trading and structuring matters. Throughout his career, Peter has been involved in advising boards of directors, special committees, and controlling interest holders on conflict, governance, change of control, and similar matters. Peter brings to his work a diverse transactional background and trained at the New York law firm of Wachtell, Lipton, Rosen & Katz, where he was involved in both hostile and negotiated transactions (including proxy contests and the implementation of takeover defenses).

Photo of Trevor J. Chaplick Trevor J. Chaplick

Trevor J. Chaplick represents technology and growth companies, underwriters, private equity firms, and venture capital funds in a broad range of corporate and transactional matters, including mergers and acquisitions, public offerings, financings, as well as in general corporate and securities law matters.

Trevor

Trevor J. Chaplick represents technology and growth companies, underwriters, private equity firms, and venture capital funds in a broad range of corporate and transactional matters, including mergers and acquisitions, public offerings, financings, as well as in general corporate and securities law matters.

Trevor has represented numerous private and public companies in merger and acquisition transactions, including: Access Health; Actel Corporation; Cypress Semiconductor; Glodon Software Co. Ltd.; InfoSpace; Intellon Corporation; Luna Innovations; Microchip Technology; Overhead Door Corporation; and U.S. Web.  Investors Trevor has represented in structuring private equity and venture capital financings include: Accuitive Medical Ventures; Andreessen Horowitz; Cargill Ventures; Carlyle Ventures; Core Capital; Draper Atlantic; Inflection Point Venture Partners; International Finance Corporation; Institutional Venture Partners; New Enterprise Associates; Novak Biddle Venture Partners; Paladin Capital Group; Storm Ventures; Valhalla Partners; Warburg Pincus; and WWC Capital.

Trevor has broad international experience, having structured public and private acquisitions and investments in many countries, including the UK, China, Denmark, Finland, Germany, India, France, South Africa, Sweden, Switzerland, Belgium, and Canada. He has represented numerous companies in raising capital from institutional investors across many industries, including software, communications, the Internet, alternative energy, entertainment and media, semiconductors, healthcare, medical devices, and biotechnology.

Trevor has significant capital markets experience.  He has represented issuers, underwriters, and investors in numerous public offerings, including: @Home; Access Health; Anergen; Cell Genesys; CellNet Data Systems; ChannelAdvisor Corporation; Clarify; Coinstar; Eagle Test Systems; GlobeSpan; Intellon Corporation; Luna Innovations; Maxygen; Rudolph Technologies; SmartDisk; and Ventana Medical Systems. He has represented the following underwriters in securities offerings: Banc of America; Deutsche Banc Securities; Friedman Billings Ramsey; Goldman Sachs; Lehman Brothers; Merrill Lynch; Morgan Stanley; and Robertson Stephens.

Trevor was previously a partner with Proskauer Rose and was managing partner of its Washington, D.C. office from 2007 to 2014. Prior to joining Proskauer, Trevor was a partner with Wilson Sonsini Goodrich & Rosati (WSGR), where he founded and was managing partner of the firm’s first East Coast offices in Washington, D.C. and Virginia from 2000 to 2007. Before founding such offices, he spent many years practicing law in Silicon Valley with WSGR, where he also served on the firm’s Operations and Strategy Committees. Trevor began his legal career at Latham & Watkins LLP in San Francisco. He is a CPA in the state of Virginia and worked in the financial services group of Arthur Andersen LLP in Washington, D.C. from 1985 to 1987.