VideoWebinar: US Private Client Planning In 2022This webinar will explore the U.S. private client planning landscape in 2022, both for U.S. citizens and residents, as well as non-U.S.United StatesTaxSeward & Kissel
ArticleRepublic Of The Marshall Islands Now Accepting Electronically Transmitted Signatures For Corporate FilingsFollowing the recent amendments to the Marshall Islands Maritime Act permitting the electronic recordation of preferred mortgages and lease finance charters...United StatesCorporate/Commercial LawSeward & Kissel
ArticleGovernor Hochul Vetoes NY Non-Compete BillOn December 22, 2023, Governor Kathy Hochul vetoed a bill which, if signed into law, would have imposed a ban on non-compete agreements throughout the state...United StatesEmployment and HRSeward & Kissel
ArticleTwo Sides Of The Same Coin: The Direct Relationship Between Valuation And Dilution In Pricing Venture And Growth Equity DealsTwo concepts that venture capital and growth equity investors often grapple with are "valuation", the agreed-to dollar value of the target company, and "dilution," the nexus between an investor's...United StatesCorporate/Commercial LawSeward & Kissel
ArticleOption Pools: The Balance Sheet's Silent PartnerAs is the case in many areas of growth equity and venture finance, the negotiation of how an option pool expansion impacts the equityholders (new and old) is often an exercise...United StatesCorporate/Commercial LawSeward & Kissel
ArticleNotice: Electronic Filing Of Forms 144 With SECForm 144 provides notice to the U.S. Securities and Exchange Commission (the "SEC") of a proposed sale of securities by an affiliate of an issuer in reliance on Rule 144 of the US Securities Act of 1933...United StatesCorporate/Commercial LawSeward & Kissel
Article"Who Bears It," Part 2: Economic Arguments For Allocating Convertible Note/SAFE DilutionAs previewed in our previous article (see article: "Who Bears It," Part 1: The Option Pool Shuffle), growth equity and venture investors should consider whether they will bear any share...United StatesCorporate/Commercial LawSeward & Kissel
ArticleRepublic Of The Marshall Islands Removed From EU List Of Non-Cooperative JurisdictionsThe European Union (EU) list of non-cooperative jurisdictions for tax purposes was established in December 2017 as part of its external strategy on taxation with the aim of contributing to ongoing...United StatesFinance and BankingSeward & Kissel
ArticleCompliance Flash: OFAC Announces New Reporting Requirement For Persons Who Hold Property Of Certain Russian EntitiesOn May 19, 2023 the United States, in coordination with the G7 and other international partners, imposed more than three-hundred new sanctions on Russia for its war in Ukraine.United StatesInternational LawSeward & Kissel
Article"Pursuant To Agreement" Mortgage Under The Marshall Islands Maritime ActSection 309(2) of the Maritime Act of the Marshall Islands has been amended recently to provide important clarifications on what indebtedness may be secured by a so-called "pursuant to agreement"...United StatesTransportSeward & Kissel
ArticleAvoiding Hidden Dilution In Growth Equity And Venture Capital InvestingVenture capital and growth equity investors who have negotiated a favorable pre-money valuation with an attractive target company may still make a costly mistake if they fail to focus...United StatesCorporate/Commercial LawSeward & Kissel
ArticleOFAC Sanctions Three Vessels And Their Designated Owners For Violations Of The Russian Price Cap PolicyOn December 1, 2023, the U.S. Department of the Treasury's Office of Foreign Assets control (OFAC) announced the imposition of sanctions on three entities...United StatesInternational LawSeward & Kissel
ArticleOcean Shipping Reform ActThe Ocean Shipping Reform Act (OSRA), which amends the Shipping Act, was signed into law by U.S. President Joseph Biden in 2022 to alleviate certain measures taken by shipping companies in the midst of supply chain delays.United StatesTransportSeward & Kissel
ArticleCompliance Flash: OFAC Alert Warns U.S. Persons About Possible Evasion Of Russian Crude Oil Price CapOn April 17, 2023, the United States Treasury Department's Office of Foreign Assets Control (OFAC) issued an alert warning U.S. persons about possible evasion of the price cap on Russian Federation origin crude oil...United StatesInternational LawSeward & Kissel
ArticleOffshore Wind Public FundingOffshore wind is the renewable energy industry's newest darling. Federal and state funding opportunities have abounded in the wake of increasingly available and reliable technologies to implement the green energy source...United StatesEnergy and Natural ResourcesSeward & Kissel
ArticleSupply Chain Squabbles In Bed, Bath & Beyond Bankruptcy Reflect Increasing Shipping Act Litigation Before The FMCReports of supply chain litigation from troubled retailer Bed Bath & Beyond (BBBY) before the Federal Maritime Commission (FMC) have hit the news, reflecting a trend of increasing supply chain litigation...United StatesTransportSeward & Kissel
Article"Who Bears It," Part 1: The Option Pool ShuffleThe "option pool shuffle" (i.e., the negotiation of who bears the dilution of an increase to the option pool in connection with a new equity investment round) is a core aspect of valuation...United StatesCorporate/Commercial LawSeward & Kissel
ArticleBlades Are Spinning At America's First Large-Scale Offshore Wind FarmThe nation's first large-scale offshore wind farm started spinning its blades on January 2nd. The wind project, known as Vineyard Wind 1, began operations near Martha's Vineyard 15 miles...United StatesEnergy and Natural ResourcesSeward & Kissel
ArticleISDA Releases Marshall Islands Netting OpinionOn December 15, 2023, the International Swaps and Derivatives Association, Inc. ("ISDA") published its legal opinion (the "ISDA RMI Opinion") as to the enforceability under the law...United StatesFinance and BankingSeward & Kissel
ArticleMarshall Islands Netting Act, 2023On September 28, 2023, the Nitijela of the Republic of the Marshall Islands ("Nitijela") during the 44th Constitutional Regular Session, 2023, enacted the Netting Act, 2023.United StatesFinance and BankingSeward & Kissel