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Levenfeld Pearlstein Forms ESOP Services Group

Date

March 30, 2009

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3 minutes

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CHICAGO – Levenfeld Pearlstein LLC today announced the formation of an ESOP Services Group to assist clients in addressing the legal and financial issues involved in the formation and administration of Employee Stock Ownership Plans (ESOPs). David B. Solomon, a partner in the firm’s Corporate Practice Group who concentrates his practice on ESOPs and related issues, will chair the new group.

Levenfeld Pearlstein’s ESOP Services Group represents ESOP companies, fiduciaries and lenders in a wide range of ESOP transactions. This includes working with owners who have sold their businesses to an ESOP, and assisting ESOP companies in complying with the complex laws and regulations involved in the administration of their plans. The group also represents fiduciaries in acquisitions and divestitures involving plan sponsors and ESOP terminations, and works with banking institutions in financing transactions involving ESOP companies. Levenfeld Pearlstein’s cross-disciplinary ESOP Services Group also includes attorneys from the firm’s Corporate Practice Group and Employee Benefits & Executive Compensation, Taxation, and Asset Planning & Preservation Service Groups.

“Our attorneys have outstanding depth of experience in handling the full breadth of issues relating to employee stock ownership plans,” said Mr. Solomon. “By collecting this talent into a formalized group, we will be able to better allocate our resources to maximize value for our clients in all of their ESOP-related matters.”

The representative experience of the firm’s attorneys in the area of ESOPs includes:

  • Acting as lead counsel in a multi-step transaction in which an ESOP became the full owner of two Chicago-based companies. The attorneys worked with the shareholders of the companies to reorganize their business into a new holding company, assisted the new holding company in forming an ESOP, and negotiated a redemption transaction where the new holding company redeemed all non-voting stock and sold all voting stock of the new holding company to the ESOP.

  • Acting as special counsel to the board of directors of an ESOP-owned company that received a purchase offer from a private equity firm. The attorneys assisted the ESOP company’s corporate counsel in negotiating the terms of the offer and counseled the client regarding the special terms of the purchase contracts applicable to the ESOP. They also prepared various plan document amendments to address the sale of the company and the post-closing administration of the ESOP.

  • Representing a nationally recognized trust company, which was engaged to serve as an independent fiduciary for an ESOP transaction under which the remaining non-ESOP shares were sold to the ESOP by the company's chief executive officer.

  • Representing an independent ESOP fiduciary appointed by the company’s board of directors to approve a transaction in which the stock owned by the majority shareholders was redeemed by the company to settle a dispute amongst sellers of stock and non-ESOP shareholders.

  • Representing a Chicago-based lender who participated in a $90 million credit facility, which was used to finance a 100 percent ESOP leveraged buyout transaction.

  • Representing a Chicago-based lender, which provided a $25 million credit facility to an ESOP to refinance prior loans by company shareholders and to enable the company to obtain additional funds for working capital and future acquisitions.

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About Levenfeld Pearlstein, LLC: Founded in 1999, Levenfeld Pearlstein, LLC provides unusually good legal counsel and business advice to sophisticated clients in matters involving corporate and securities law, real estate, and litigation. With more than 65 attorneys and offices in Chicago and Northbrook, Ill., the firm possesses the resources and depth to manage the most complex matters, while ensuring that the needs of all clients are met in the most efficient and cost-effective manner possible.


Filed under: Corporate

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