Employee compensation and benefits are a critical, yet often under-considered, facet of corporate restructuring and other transactions. Potential mergers, acquisitions, joint ventures, divestitures, and other restructurings can be jeopardized by the improper handling of employee compensation and benefits. Many types of employee benefit plans, agreements, arrangements and programs—including, but not limited to, executive compensation, employment agreements, pension plans, severance plans, stock benefit plans, and group health and other welfare plans—are impacted by, and could have a profound influence on, corporate transactions. Attorneys in our Employee Benefits practice help clients avoid compensation and benefits problems, plan for post-transaction arrangements, and guide corporate transactions through to success.
We work with clients at every stage of a transaction, always making sure that we understand their business objectives so that we can help them meet their goals.
Epstein Becker Green's benefits attorneys have extensive experience in all types of complex corporate transactions. They provide insight and perspective on the practical as well as the technical aspects of a deal. The group's experience on both the purchaser's and seller's side of the table provides a well-rounded view of transactions.
Our services in this area include, but are not limited to, the following:
- Advising on the employee benefits aspects of corporate transactions
- Performing due diligence and an analysis of the legal obligations arising from the numerous types of compensation and employee benefit plans and arrangements that are implicated in a transaction
- Negotiating the pension, welfare, and executive compensation aspects of mergers, acquisitions, joint ventures, and divestitures
- Drafting the portions of merger, acquisition, joint venture, and divestiture agreements that relate to employee benefits matters
- Identifying, and then addressing, any plan-related problems or liabilities resulting from the corporate transaction, including, among other things, the treatment of deferred compensation, equity awards, change-in-control and golden parachute issues, plan terminations, severance benefits, COBRA issues, multiemployer plan withdrawal liability, and Pension Benefit Guaranty Corporation issues, among others
- Counseling on the consolidation and rationalization of benefits after a transaction
- Negotiating and drafting new or revised compensation and benefit agreements, plans, and arrangements of all kinds for the post-acquisition company and its employees, executives, and directors
Additionally, if there is a need for an employer to "down" or "right" size, we have extensive experience in the design of severance and early retirement programs to ease the transition. We also counsel clients on complying with all relevant federal and state laws in this area, including the obligation to provide terminated employees with required notices and documentation about their benefit plans.