The Art of the M&A Deal: Addressing EBEC Issues in Corporate Transactions

Learn more about the provisions commonly found in asset purchase, stock purchase, and merger agreements that deal with matters concerning employees, employee benefit plans, and equity-based compensation benefits and awards when acquiring a target business. This checklist is organized in three parts: (1) representations and warranties, (2) covenants, and (3) equity award-related provisions.

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Related Content

• Employee Benefits and Executive Compensation Attorney’s Role in Corporate Transactions
  Review how benefits counsel can handle common employee benefits and compensation issues that arise in a corporate transaction and how to identify risks and liabilities associated with the seller’s plans, programs, and arrangements.

• Corporate Transactions EBEC Resource Kit
  Learn more about handling EBEC issues in corporate transactions by reviewing this resource kit that includes Practical Guidance materials for employee benefits and executive compensation attorneys advising on mergers, acquisitions, spin-offs, and initial public offerings.

Practical Guidance Updates

Featuring the latest updates from your Practical Guidance account.   

• Employee Benefits & Executive Compensation Key Legal Developments Tracker
  Stay informed on new developments.
  • ERISA. DOL and PBGC released inflation-adjusted civil monetary penalties for ERISA violations.DOL, 87 Fed. Reg. 2328 (Jan. 14, 2022); PBGC: 87 Fed. Reg. 2340 (Jan. 14, 2022); DOL, PBGC Announce Retirement Plan Civil Penalties for 2022; DOL Sets 2022 for Health and Welfare Benefit Plan Violations.
  • Retirement Plans. The 2021 Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council) issued its report to the Secretary of Labor on “Understanding Brokerage Windows in Self-Directed Retirement Plans” (Dec. 2021). 
  • Employment, Independent Contractor, and Severance Arrangements. Hertz Corp. and its former general counsel arrived at an agreement that addresses the company's claims seeking clawback of $56 million in incentive and severance pay based on the former GC’s alleged misconduct. Hertz, Ex-GC Settle Clawback Suit, with Ex-CEO Still on Hook.
• Document alerts allow you to stay current on legal developments that affect your practice. Find out how to set up your document alerts.
• Check out the new Practical Guidance Author Center! Learn about the 1500+ leading attorney authors contributing to our 20 practice areas, and find out how you can Become a Practical Guidance Author.
• The Practical Guidance Journal  features Environmental, Social, and Governance guidance.
• New Practical Guidance Content
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  • Arbitration Clause (ERISA Retirement Plan)
  • True-Up Clause for 401(k) Plan (Matching Contributions)
  • Health Plans Face New Liabilities for Inaccurate Provider Directories

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