Economic times dictate a company’s actions. Financial uncertainty can lead to companies closing and laying off workers, while an economic upturn can encourage acquisitions and mergers. No matter what the economic climate, Littler Mendelson attorneys have decades of experience helping smooth the process for clients as they go through major corporate transactions and restructurings.
From mergers, acquisitions and spin-offs to bankruptcies and plant closings, we have handled hundreds of restructuring and turnaround transactions, addressing employment issues that can impact an agreement or derail it altogether.
Our business restructuring team knows how to operate under the pressure of an impending deal or other corporate transaction and can structure it to minimize the risks and comply with the laws and regulations.
Because of our vast experience and employment knowledge, we have assisted companies in a wide array of industries and have handled some of corporate America’s largest deals. We know what businesses in a given field are being sued for and how to help position employers so that defenses are available to them. Our clients include small and large businesses, as well as international corporations, venture capitalists, private equity firms, investments bankers, accounting firms and management consulting groups.
We have assisted both buyers and sellers during market rebounds, as well as in sluggish economic times. In the recent global downturn, we helped hundreds of clients, including many Fortune 50 corporations that laid off tens of thousands of employees, comply with the laws while maintaining the integrity of their business operations.
In cases of acquisitions and mergers, we can find instances of material non-compliance, allowing a buyer to reconsider the price or the feasibility of a deal. Whether for buyers or sellers, we have extensive resources, such as audit compliance tools, to make sure there are no unexpected and costly obstacles.
We pride ourselves in providing our clients with a thorough, efficient and accurate checklist of employment requirements. Among the areas in which we assist our clients are the following:
- Identifying and resolving human relations and management culture issues;
- Implementing furloughs, reductions-in-force, downsizing/layoffs and other reorganizations and restructurings to ensure they are implemented effectively;
- Reviewing benefits issues, including health and welfare plans, severance agreements, retirement plans and executive compensation arrangements;
- Performing due diligence checklists for HR and employment law matters, including reviewing and assessing all contracts to determine the employer's rights and obligations before costly changes are made;
- Partnering with human resource professionals to ensure that post-closing initiatives are implemented;
- Ensuring compliance with federal and state WARN Acts and plant closings;
- Reviewing release agreement issues under the Older Workers Benefit Protection Act and other applicable laws and regulations; and
- Reviewing labor agreements, wages and benefits issues that can lead to price reductions or deal-breaking issues.
Competition and Trade Secrets
When a business acquires or merges with another company, a key consideration is whether the employee non-compete agreements remain enforceable. While they may seem minor, they can have a major impact on the outcome of a deal. As employment counsel, we draft and negotiate executive contracts and define job roles and responsibilities, implementing procedures to protect trade secrets and customer relationships.
Labor issues can lead to unexpected disruptions when a company goes through a major structural change. At the early stages of a restructuring, Littler provides due diligence investigations to review and assess all contracts. We help employers structure buy-sell agreements to minimize employers' exposure to labor issues, whether it involves negotiating severance agreements, future pension and retiree medical benefits agreements, closing down agreements, or drafting new cost-saving collective bargaining agreements. We also help clients preserve existing contracts that benefit them.
To ensure a smooth transition, we devise a communications strategy that includes explaining to our clients what can and cannot be said to employees and potential employees during restructuring.
An increasing number of corporate agreements have become global transactions. Littler’s International Employment Law Practice Group aids companies in all aspects of global restructuring. Whether there are issues of global labor relations, human resources management, expatriate employee programs or ensuring compliance with global codes of conduct, Littler’s attorneys are uniquely qualified to address all of these issues. In addition, Littler has formed a strategic alliance with TransAsia Lawyers to serve the needs of companies in the People’s Republic of China. We can quickly assemble an international team that can help companies recognize the ramifications of a deal in another country and take the necessary precautionary measures. Littler’s offices in Venezuela and Mexico serve clients in the areas of cross-border employment issues, labor matters, dispute resolution, collective bargaining and litigation.