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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Employment and Workers Comp

Date & Time
  • event Date

    Wednesday, May 14, 2025

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$297.00
CLE
ALL

This CLE course will discuss the employment and labor issues triggered by mergers and acquisitions, both domestic-U.S. and international. The panel will cover integration planning throughout the deal process--from pre-acquisition through post-acquisition--and discuss employment and labor due diligence considerations, integrating and updating employment policies and practices, navigating pending employment claims and minimizing the risk of new ones, and potential traps for the unwary.

Faculty

Donald C. Dowling
Shareholder
Littler Mendelson PC

Mr. Dowling has extensive experience advising U.S.-based companies on outbound international labor and employment laws. Don provides counsel on a wide variety of global employment law matters, including codes of conduct and HR policies that guide operations in multiple jurisdictions, international compensation and benefits issues, whistleblower hotlines, and cross-border internal investigations and HR compliance audits. He regularly advises clients on employment matters that arise with international restructurings, reductions in force, mergers, acquisitions, and outsourcing. Additionally, Don helps clients properly engage independent contractors overseas, manage expatriate programs, and develop employment agreements and employee handbooks.

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Robert C. Long
Shareholder
Littler Mendelson PC

Mr. Long is a widely respected leader on the complex labor and employment issues that arise in the context of corporate transactions, including M&As, bankruptcy, downsizing, reorganization and turn-around work with troubled companies or industries. He is the founder of the firm’s Business Restructuring Practice Group. Mr. Long regularly works with corporate clients and private equity firms to guide them in structuring corporate transactions to minimize risk and maximize the value and success of those transactions from a labor, employment, and employee benefits perspective. This includes transaction planning, due diligence, deal documentation, re-negotiation of labor agreements and pre-and post-closing integration activities. Mr. Long frequently collaborates with leading M&A corporate lawyers, accountants and management consultants on such engagements.

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Description

Recognizing and managing complex employment issues that typically surface during a merger or acquisition can lay the foundation for a successful transaction that achieves desired business goals and minimizes integration-related risk. Employment counsel must be an integral part of the process from the very beginning. Careful planning throughout the transaction can help companies anticipate and proactively address potential integration-related employment issues, and issues as to any employees outside the U.S.

Failure to pinpoint and adequately plan for labor and employment issues can lead to costly employment claims that undermine the company and delay full integration of the newly combined businesses. Counsel must conduct thorough due diligence to identify key employment issues and assess vulnerabilities. Cultural norms may be different, or applicable regulatory concerns may require particular attention and reconciliation.

Employment counsel must help their business clients identify and classify employees, develop a retention strategy and related agreements, determine which employees to retain, manage layoffs and closures, harmonize employment policies and practices, and manage pending employment claims while simultaneously mitigating the potential risk of new claims as a result of the inorganic growth.

Listen as our experienced panel reviews the employment and labor concerns that may come to light during inorganic growth transactions. The panel will cover integration planning throughout the deal process--from pre-acquisition through post-acquisition--and discuss employment and labor due diligence considerations, integrating and updating employment policies and practices, and navigating pending or potential employment claims to account for the complexities of both domestic and cross-border transactions.

Outline

  1. Pre-M&A employment due diligence
  2. M&A employment issues
    1. Employment agreements
    2. Workforce identification and classification
    3. Employment policies and practices
    4. Immigration issues
    5. Labor union issues
  3. Mitigating risks
  4. Cross-border transactions

Benefits

The panel will review these and other key issues:

  • What typical employment issues arise in M&A transactions?
  • Which post-closing employment agreements can help retain essential employees?
  • How can companies use litigation releases to mitigate liability risks associated with terminations?
  • What are best practices for limiting liability associated with reductions in force?
  • What additional issues and challenges arise where the M&A target company has employees and contractors outside the U.S.?