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With 18 offices, from New York to Los Angeles and Seattle to Orlando, we live and work in communities all over the U.S., collaborating across locations, disciplines and even borders. Our experienced, highly ranked lawyers serve businesses wherever they are and wherever they want to go.

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Am Law 100 firm with practices in Business, Digital Assets and Data Management, Intellectual Property, Labor & Employment, Litigation and Tax.

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To Help the New Administration Help Your Industry, You Need an Agency Strategy (Real Estate Finance Journal)

Artie McConnell Comments on Upcoming DOJ Data Security Program in Dark Reading Article

IP Intelligence Report

US Patents Set to Issue 33 Percent Faster from the Notification Date

Alexander Reid Presents Update on Nonprofit Legislation, Regulation at Illinois CPA Society Symposium

Working closely with BakerHostetler’s Business Group, we advise clients across a diverse range of sectors, including private equity funds and public and private businesses, in all stages of M&amp;A transactions, large and small.

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We take a practical, business-focused approach to employee benefits-related issues and opportunities that arise in M&amp;A deals. While it is important for companies to understand the implications of benefits issues, we know that it is vital to suggest and implement practical solutions focused on our clients’ broader business goals. We do this by:

Providing comprehensive due diligence support for buyers (e.g., completing a full review of benefits programs, identifying gaps or problems, suggesting practical and economical corrections) and for sellers (e.g., preparing disclosure schedules and responding to due diligence inquiries).

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Drafting and negotiating employee benefits-related provisions of purchase agreements that reflect up-to-date changes in the law and best practices.

Working with all interested stakeholders to address the treatment of outstanding equity compensation in a tax-advantageous way.

Identifying and solving problems to mitigate risks to both buyers and sellers and allocating costs on an efficient basis.

Dealing with unique and complex COBRA and Affordable Care Act compliance issues that arise in the context of M&amp;A.

Navigating complex funding and termination liability rules relating to cash balances and pension plans and working through multi-employer pension plan funding and withdrawal liability issues.

Reviewing potentially costly employee benefits, such as retiree medical coverage, and presenting alternatives for handling them.

Developing and implementing pre- and post-closing employee benefits transition and integration strategies, including those relating to executive compensation.

Assisting with employee benefits-related communications during and after a transaction.

Dealing with workforce transition issues, including leasing arrangements and agreements.

Working closely with BakerHostetler’s Employment Deal Team on due diligence and risk assessment on all matters related to employment, labor and immigration.

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<ul>
<li>Chambers HNW
<ul>
<li>Private Wealth Law – Colorado (2016 to 2024)</li>
<li>Family/Matrimonial: High Net Worth – Ohio (2021 to 2024)</li>
<li>Private Wealth Law – Ohio (2016 to 2024)</li>
<li>Private Wealth Law – Washington, D.C. (2019 to 2024)</li>
</ul>
</li>
<li>Chambers USA
<ul>
<li>Employee Benefits &amp; Exec. Comp. ‒ Ohio (2007 to 2024)</li>
<li>Political Law ‒ Nationwide (2023, 2024)</li>
<li>Tax Controversy ‒ Nationwide (2014 to 2024)</li>
<li>Tax ‒ District of Columbia (2010 to 2024)</li>
<li>Tax ‒ Ohio (2021 to 2024)</li>
</ul>
</li>
<li>The Legal 500 United States
<ul>
<li>Labor and Employment – Employee Benefits and Executive Compensation &amp; Retirement Plans: Design (2015 to 2024)</li>
<li>Tax ‒ International Tax (2014 to 2023)</li>
<li>Tax ‒ Not-for-profit (Nonprofit and tax exempt organizations (2022 to 2024)</li>
<li>Tax ‒ US Taxes: Contentious (2019 to 2024)</li>
<li>Tax ‒ US Taxes: Non-Contentious (2015 to 2024)</li>
</ul>
</li>
<li>U.S. News – Best Lawyers “Best Law Firms” – National Rankings
<ul>
<li>Employee Benefits (ERISA) Law (2012 to 2025)</li>
<li>Litigation – ERISA (2012 to 2025)</li>
<li>Litigation and Controversy – Tax (2023, 2025)</li>
<li>Tax Law: National (20121 to 2025)</li>
<li>Trusts &amp; Estates Law (2012 to 2025)</li>
</ul>
</li>
</ul>

Raymond M. Malone

Susan N. Lubow

Stacy E. Wilhite

Ann M. Caresani

Seth J. Hanft

Jonathan Drake

Rachel Pearson

Christopher R. Switzer

Gretchen H. Rogge

Stefan P. Smith

Brian M. Murray

Columbus

Partner

Cleveland

Retirement Plans

Executive Compensation

Employee Benefits and Executive Compensation

Health and Welfare Benefit Plans

Employee Benefits and Executive Compensation Controversies

<ul>
<li>Worked on the employee benefits aspects of multibillion-dollar acquisitions and divestitures for a multinational food and beverage company, including the acquisition of a division of a global pharmaceutical corporation.</li>
<li>Worked on all facets of employee benefits issues in acquisitions and divestitures for venture capital firms and developed a sensitivity to matters that are important to such firms.</li>
<li>Guided large manufacturing clients through employee benefits due diligence and pre- and post-closing benefits transition issues as part of numerous acquisitions.</li>
<li>Worked with a client to form and establish new health and welfare and retirement plans as part of a billion-dollar corporate spinoff transaction.</li>
<li>Assisted with post-closing retirement and health and welfare plan corrections, including related corrective filings through the IRS Voluntary Correction Program and the Department of Labor Voluntary Fiduciary Correction Program.</li>
<li>Worked for an insurance company providing representation and warranty insurance to various buyers and sellers in M&amp;A transactions.</li>
<li>Provided counsel regarding employee benefits and workforce transition issues for a major medical company engaged in five acquisitions and dispositions totaling nearly $4 billion in value.</li>
</ul>

Employee Benefits Transactional Support

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