ESOP Services, Inc. specializes in all aspects of Employee Stock
Ownership Plans for both private and public companies throughout the
U.S.
, and
internationally. With Clients in a broad diversity of industries, ESOP
Services' emphasizes the financial aspects of ESOPs, while coordinating the
many diverse elements necessary to establish a successful ESOP. The firm is experienced in the preliminary
analysis, plan and financial transaction design, implementation, financing
and operation of ESOPs. Services are also provided through affiliated offices
by leading ESOP practitioners. This synergistic approach allows clients to
obtain experienced professional assistance on a cost-effective basis.
What We Do
Preliminary
Assessment – Confidential, no fee, preliminary assessment.
PHASE
I ~The Decision Package
Valuation
Assistance
Assist in the proper selection and engagement of an experienced
independent appraiser who is familiar with the company’s industry and
the requirements of ESOP appraisals. The purpose of the appraisal engagement will be to provide a
preliminary value of the company, which will be incorporated into the ESOP
Feasibility Study.
Financial
Analysis
Prepare detailed financial projections for a ten-year period. These analyses will determine the long-term
effects of various ESOP transactions and contributions and will estimate the
effect of ESOP operations on earnings, book value, cash flow, the value of
existing shareholders’ interests, percentage changes in ownership, etc.
Repurchase
Obligation Projection
The ESOP repurchase obligation will be projected for a fifteen-year
period.
Design Feature Analysis
An evaluation assessing the implications of the various design features
available for Employee Stock Ownership Plans will utilize those features
which best serve client objectives
Feasibility Report Preparation and Presentation
The results will be presented in person in a comprehensive report that
fully discusses the implications, options, and recommendations on structuring
the ESOP transaction to best accomplish corporate and shareholder objectives.
PHASE
II ~ Turn Key Implementation
ESOP Design and Installation
We will arrange for the preparation of the
legal documents necessary to install an ESOP. These services include the
preparation of the ESOP itself, the Trust document, Summary Plan Description,
corporate resolutions, and the documents necessary to obtain a Favorable
Determination Letter from the IRS. We
develop and negotiate the transaction on the basis of the financial analysis
to address the needs of the sellers, buyers, the corporation and its
employees and use the flexibility of ESOPs to provide "win-win"
situations. Transactions include the sale of a minority or majority interest,
as well as the divestiture of a subsidiary or division of a parent company.
Transaction
Structure and Design
We develop and
negotiate the transaction on the basis of the financial analysis to address
the needs of the sellers, buyers, the corporation and its employees and use
the flexibility of ESOPs to provide "win-win" situations.
Transactions include the sale of a minority or majority interest, as well as
the divestiture of a subsidiary or division of a parent company.
Financing
ESI will assist you in structuring financing for any leveraged ESOP
transaction, and work with financial institutions that are experienced in
ESOP lending.
Professional
Liaison
ESI will
coordinate the ESOP related activities of professional advisors, including
your attorney, and accountant, as well as working with your personnel
department to fully implement the ESOP.
Employee
Communications Program
A
communication program will be prepared for your employees will be present the
ESOP program to your employees held for the purpose of explaining the concept
of Employee Stock Ownership and the particulars of your ESOP in further
detail and answering any questions concerning the ESOP. This service will include the preparation
and delivery of the Summary Plan Description, as well as an audio-visual
program to introduce the ESOP. We will
also provide follow-up employee communications material, and a press release
for your use.
Plan
Qualification
Upon
adoption of the ESOP Plan and Trust an application will be filed with the IRS
requesting a Favorable Determination Letter to ensure that the Plan and Trust
qualify under Sections 40l(a) and 4975(e)(7) of the Internal Revenue Code,
will be filed.
“1042”
Investment Consulting
Access
to and selection of investment specialist providing investment management
consulting in conjunction with the complexities of the Section 1042
“tax-free” rollover of ESOP sale proceeds.
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