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  • videocam On-Demand
  • card_travel Commercial Law
  • schedule 90 minutes

Structuring Management Incentive Equity Arrangements in Private Equity Acquisitions

$347.00

This course is $0 with these passes:

CLE
ALL
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Description

A significant feature of private equity M&A transactions is ensuring retention of management in the target company and their delivery of the company’s business plan through appropriate incentives and alignment with the sponsor to share in the future growth of the company. The acquiring company often provides incentive equity arrangements at the time of the acquisition of, or investment in, the company.

Both M&A and management counsel must be able structure incentive plans that take various issues into account, including the type of equity (or other) compensation, vesting periods, treatment of managers who are not remaining, business tax consequences, and who will be entitled to incentives before and after closing.

Listen as our authoritative panel discusses how to structure plans that will result in retaining management personnel who will be incentivized to act in the best interests of the company during the acquisition process and after closing.

Presented By

James Guadiana
Partner
Unknown Last Name G
Benjamin D. Panter
Member
McDonald Hopkins LLC

Mr. Panter advises clients across a broad spectrum of industries on executive compensation and employment law issues that arise from public and private M&A and private equity transactions, restructurings, debt and equity financings, and IPOs. He has an active practice representing compensation committees, companies, and senior executives in the negotiation and structuring of executive employment and severance agreements. Mr. Panter is an adjunct professor teaching executive compensation law at a Chicago area law school.

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George Wang
Partner
Unknown Last Name W
Credit Information

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


  • Live Online


    On Demand

Date + Time

  • event

    Thursday, July 19, 2018

  • schedule

    1:00 PM E.T.

  1. Management incentive compensation plans in M&A: when appropriate, who should receive
  2. Types of equity and other compensation
    1. Rollover equity
    2. Incentive equity: non-qualified stock options, profits interests, leveraged common stock
    3. Cash bonuses and other alternatives
  3. Vesting: time, performance or a combination
  4. Tax considerations
  5. Anti-dilution rights: none, but rollover equity and vested incentive equity may have preemption rights for new issues of securities
  6. Transferability: treatment of incentive equity held by managers who leave
  7. Pooling—phantom shares

The panel will review these and other critical issues:

  • How should an acquiring sponsor determine who in a target company will be entitled to equity incentives and the amount of equity-based incentives offered?
  • What are the different types of equity compensation and what are the advantages of each?
  • When is time vs. performance an appropriate benchmark for vesting of incentives?
  • What are mechanisms that allow for the future issuance of securities while preserving the value of incentive shares?