Structuring M&A and Private Equity Sales Involving Employee Stock Ownership Plans
Evaluating Advantages and Risks, Best Practices for Structuring the Deal
Recording of a 90-minute premium CLE webinar with 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 and purchases. The panel will discuss the advantages and challenges of selling all or part of a business to an employee stock ownership trust (“ESOT”) and best practices for structuring the transaction.
Outline
- Current trends in use of ESOPs to structure deals
- Tax advantages of ESOP transactions
- Non-tax benefits and risks of the ESOP structure
- Best practices for structuring the transaction
Benefits
The panel will review these and other key issues:
- What are the latest trends in the use of ESOPs in structuring acquisitions, divestitures and private equity sales and purchases?
- What are the tax and other benefits of using leveraged ESOPs in structuring transactions? What are the downsides of the ESOP structure?
- Can ESOT debt be subordinated to bank debt where seller financing is part of a transaction? If so, how?
- What are the mechanics of structuring a leveraged ESOT transaction?
Faculty
Roy Helsing
CEO
The Helsing Group
Mr. Helsing is the founder and CEO of The Helsing Group, Inc., a management and consulting company founded 30 years ago... | Read More
Mr. Helsing is the founder and CEO of The Helsing Group, Inc., a management and consulting company founded 30 years ago and sold as an ESOP in 2015. The Helsing Group specializes in services to common interest developments, including community management, financial management, reserve studies, and consulting services for developers. Mr. Helsing and the employee-owners look forward to continued growth and expansion of additional services in the coming years.
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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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