Employee Benefits, ESOPs & Executive Compensation Law
Former Employee Brings Complaint Against ESOP in Florida August 25, 2020, 3:31 PM
On August 26, 2014, the HealthCare Appraisers, Inc. ESOP (the “HAI ESOP”) purchased 80% (i.e., 800,000 shares) of the stock of HealthCare Appraisers, Inc. (“HAI”), a Florida business appraisal firm that specializes in healthcare firm appraisals, from the Selling Shareholders for $28 million (the “Transaction”).
Unopposed Motion for Preliminary Approval of Settlement Filed in California ESOP Case July 27, 2020, 3:00 PM
On October 1, 2014, the Rainbow Disposal Co., Inc. ESOP (the “Rainbow Disposal ESOP”) sold 100% of the outstanding shares of Rainbow Disposal Co., Inc. (Rainbow Disposal), a California corporation that provided trash and rubbish pickup, transport, and disposal services for residential, commercial, and income properties, to Republic Services, Inc. for approximately $50,000,000 (the “Transaction”).
Former Employee Brings Class Action Complaint Against ESOP in Illinois April 15, 2020, 7:48 AM
On December 17, 2015, the Triad Manufacturing, Inc. ESOP (the “Triad ESOP”) purchased 100% (i.e., 1.83 million shares) of the voting common stock of Triad Manufacturing, Inc. (Triad), a Missouri corporation that “engages in custom [shelving and] fixture manufacturing” for “retail stores with physical locations,” from the Selling Shareholders, including the Co-Presidents of Triad, David Caito, Robert Hardie, and Michael McCormick (collectively, the “Co-Presidents”), for $106.2 million, or $58.05 per share (the “Transaction”); the entire purchase price was financed by loans to the Selling Shareholders.
DOL Brings Complaint Against ESOP in Illinois July 17, 2019, 3:00 PM
On September 30, 2013, in accordance with a Master Agreement by and among Bradford Hammacher Group, Inc. (“BHG”), the Bradford Hammacher Group, Inc. ESOP (the “BHG ESOP”), the predecessor companies that became wholly-owned subsidiaries of BHG and that “develop, source, and market a wide variety of products[,] including gifts[,] . . . apparel, [and] electronics” (the “Predecessor Companies”), and the shareholders of the Predecessor Companies (the “Former Shareholders”), (i) the BHG ESOP was established; (ii) the BHG ESOP purchased 100% of the outstanding shares of BHG by executing a $100 million promissory note; and (iii) BHG “redeem[ed] or acquire[d] by merger ‘all of its issued and outstanding shares’ of BHG and the Predecessor Companies from the Former Shareholders,” and, in exchange, the Former Shareholders received $82.5 million in cash, $195.9 million in junior subordinated promissory notes (the “Seller Notes”), and 320,000 detachable warrants, which “represented 33.7% of BHG's equity on a fully-diluted basis.”
Court Rules on Motion in Iowa ESOP Case May 16, 2019, 9:23 PM
On April 30, 2019, the Court granted Defendant Bankers Trust Company of South Dakota’s (“Bankers Trust”) motion for summary judgment filed in Innis ex rel. Telligen, Inc. Employee Stock Ownership Plan v. Bankers Trust Company of South Dakota, a Southern District of Iowa case that relates to the Telligen, Inc. ESOP’s (the “Telligen ESOP”) December 31, 2013 purchase of 100% of the outstanding shares of Telligen, Inc., an Iowa health management company, for $37.5 million.
DOL Brings Complaint Against ESOP in Arizona May 16, 2019, 9:40 AM
Former Employee Brings Complaint Against ESOP in North Carolina May 13, 2019, 9:21 PM
In 2016, Choate Construction Company (“Choate”), a Georgia-based provider of “general contracting and construction management services,” retained CSG Partners to provide advice regarding the proposed sale of Choate to an ESOP; at that time, 100% of Choate’s stock was owned by the Selling Shareholders, including William Choate, who was Choate’s President.
Former Employee Brings Complaint Against ESOP in Illinois February 14, 2019, 4:33 PM
In 2003, the Segerdahl Corporation ESOP (the “Segerdahl ESOP”) was established, and the Segerdahl ESOP purchased 100% of the outstanding shares of common stock of Segerdahl Corporation (“Segerdahl”), an Illinois-based direct mail printer that is the “largest company focused on medium and high volume direct mail printing,” from Segerdahl’s other owners.
Former Employee Brings Complaint Against ESOP in Florida December 13, 2018, 6:08 PM
On September 30, 2015, the Raydon Corporation ESOP (the “Raydon ESOP”) purchased 100% of the outstanding shares of Raydon Corporation (“Raydon”), a Florida-based military simulation training contractor, for $60.5 million.
Consent Judgment Entered Into in North Carolina ESOP Case September 20, 2018, 12:00 AM
On May 6, 2011, the Tobacco Rag Processors, Inc. ESOP (the “Tobacco Rag ESOP”) purchased 100% of the outstanding shares of Tobacco Rag Processors, Inc. (“Tobacco Rag”), a North Carolina corporation that manufactures and distributes tobacco for use by manufacturers of cigarettes and cigars.