Structuring M&A and Private Equity Transactions Involving ESOPs
Evaluating Advantages and Risks, Best Practices for Structuring the Deal
A live 90-minute premium CLE video webinar with interactive Q&A
The CLE course will examine the growing use of leveraged employee stock ownership plans (ESOPs) in structuring acquisitions, divestitures, and private equity sales under current market conditions and the higher interest rate environment. The panel will discuss the advantages and challenges of selling all or part of a business to an ESOP trust and best practices for structuring the transaction.
Outline
- Current trends in the use of ESOPs to structure deals
- Tax advantages of ESOP transactions to selling shareholders, employees, and ESOP plan sponsors
- Non-tax benefits and risks of the ESOP structure
- Regulatory oversight by the DOL and EBSA with regard to ESOP transactions
- Best practices for structuring the transaction including private equity parties
Benefits
The panel will discuss these and other key issues:
- What are the latest trends in the use of ESOPs in structuring acquisitions, divestitures, and private equity sales?
- What are the tax and other benefits of using leveraged ESOPs in structuring deals?
- What are the downsides of the ESOP structure?
- What are the mechanics of structuring a leveraged ESOP transaction?
- What is the regulatory oversight of the DOL and EBSA with regard to ESOP transactions?
Faculty
Anthony J. Jacob
Partner
Hinshaw & Culbertson
Mr. Jacob is engaged in general corporate practice, including various aspects of private merger, acquisition,... | Read More
Mr. Jacob is engaged in general corporate practice, including various aspects of private merger, acquisition, divestiture and employee benefit matters. His practice also includes secured and unsecured lending transactions, asset securitization and structured finance, ESOP loans, initial debt and equity offerings, primary and secondary debt offerings, corporate reorganizations and restructuring, joint ventures and syndicated commercial financing transactions.
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David R. Johanson
Senior Partner
Hawkins Parnell & Young
Mr. Johanson assists clients in general corporate matters and in employee ownership, benefit, ERISA, and related... | Read More
Mr. Johanson assists clients in general corporate matters and in employee ownership, benefit, ERISA, and related business matters, with an emphasis on executive compensation, equity incentive plans, non-qualified deferred compensation, ESOPs, ESOP transactions, mergers and acquisitions and related tax planning, and business succession and estate planning. He defends ERISA fiduciaries, plan sponsors, selling shareholders, and investment advisers in ERISA litigation matters involving ESOPs and business transactions in federal and state courts throughout the country in a wide range of controversies covering ERISA fiduciary responsibilities, ESOP valuation disputes, disclosure obligations, investment issues, and tax matters. He has extensive experience in negotiating ESOP, ERISA, and other issues with government regulatory agencies and in representing ERISA fiduciaries in litigation. Recognized nationally for his experience and expertise in the ESOP and executive compensation field, he is a past chair of the legislative and regulatory advisory committee of The ESOP Association.
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Connie M. Mayer
Partner
Hinshaw & Culbertson
Ms. Mayer represents traditional and non-traditional lenders in structuring complex financing arrangements and... | Read More
Ms. Mayer represents traditional and non-traditional lenders in structuring complex financing arrangements and concentrates her corporate practice on mergers, acquisitions, and general corporate matters. As trusted counsel, she helps clients navigate a variety of business, lending, and commercial transactions. Ms. Mayer represents commercial lending institutions and entities of all sizes, forming connections with each client to learn how to serve their individual needs. Armed with diverse experience and knowledge, whether it is a merger, acquisition, corporate governance issue, lending question, or matter related to Employee Stock Ownership Plans (ESOP), she is equipped to assist.
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