Corporate mergers, acquisitions and dispositions (i.e., purchase and sale transactions) cannot be executed successfully without advance consideration of how each company’s retirement plans, executive compensation arrangements, and other employee benefit plans will be handled in the transaction. Members of the Spencer Fane Employee Benefits Team not only perform due diligence on existing plans, but we also identify the alternatives available to the parties for dealing with benefit plans in a given transaction. Along the way, we help buyers and sellers understand the relative risks and benefits of assuming, merging, terminating, or amending plans.
In addition to assisting in the decision-making process before the transaction, the Employee Benefits Team works with corporate attorneys to craft appropriate benefits-related language for the purchase/sale agreement. We also draft the plan amendments, merger agreements, and board resolutions needed to properly document a transaction’s effect on employee benefit plans. Finally, we assist with any government filings that must be made in connection with a transaction – such as final Annual Reports for plans that will be terminated, or “reportable event” filings with the Pension Benefit Guaranty Corporation.