The Paycheck Protection Program, created on March 27, 2020 under
the Coronavirus Aid, Relief, and Economic Security (CARES) Act
(H.R. 748), established a temporary loan program under Section 7(a)
of the Small Business Act (the "Act"), empowering
authorized Small Business Association (the "SBA") lenders
to provide up to $659 billion of loans to businesses and
not-for-profit organizations to help cover payroll costs and
certain eligible non-payroll costs (the "PPP Loans"). As
the COVID-19 pandemic continues to disrupt economic activity, many
small business owners are struggling despite having received PPP
Loans and are considering alternatives to keep their businesses
alive, including mergers, asset sales and equity sales. The
SBA's Standard Operating Procedure 50 57 2 (7(a) Loan Servicing
and Liquidation), and the form of SBA note, on which many PPP Loans
rely, require the lender's and the SBA's consent to any
change of ownership that occurs within one year of
