Business Transactions and Restructurings

CDF supports transactional counsel and deal teams by providing advice and counsel on labor and employment issues that arise in business transactions and restructurings. Our attorneys have a deep understanding of the complexities of labor and employment law and compliance issues that arise in mergers, acquisitions, downsizings and restructurings. We work closely with our clients and outside counsel to ensure that their interests are protected throughout the entire process.

In California, labor and employment-related issues present many unique challenges. Employment practices and contract terms that are permissible in other states often can be deemed unenforceable in California. As California labor and employment lawyers, we are intimately familiar with these issues, and we work with interest holders to identify and address these issues proactively—before they create unanticipated problems and risks of exposure.

At CDF, we focus exclusively on labor and employment law issues at every stage of a business’s life cycle. We have extensive experience representing buyers, sellers, creditors, lenders and investors, and we routinely work alongside the parties’ transactional counsel to help add value and minimize risks where labor and employment laws are concerned.

How CDF Can Help Protect Your Company

  • Helping sellers prepare to go to market by evaluating pertinent policies, procedures, practices, pending and potential claims and other risks, and proposing best practices to be implemented before doing so.
  • Identifying potential red flags for prospective purchasers and addressing these concerns with the seller before they threaten the deal.
  • Preparing for the assignability and transferability of labor and employment-related contracts and updating these contracts as necessary to facilitate the proposed merger or acquisition.
  • Shepherding, sequestering and reviewing employment-related documentation that prospective purchasers will request during their due diligence and supplementing it as needed.
  • Addressing labor and employment-related concerns as they arise during the transaction process and serving as facilitators to help address prospective purchasers’ concerns before these concerns endanger the transaction.
  • Conducting labor and employment due diligence and vetting with respect to the selling entity’s employment practices, policies and procedures, and assessing potential liability risks arising therefrom.
  • Evaluating existing and potential claims and litigation, such as those related to employee classification, wage and hour compliance, harassment and discrimination policies and practices, immigration law compliance, and other employment-related areas of legal exposure.
  • Evaluating labor and employment agreements in light of California law and the acquiring entity’s risk profile and personnel needs.
  • Planning for workforce relocations, reassignments, retraining, reductions in force and other employment-related implications.
  • Assigning and transferring of labor and employment agreements as needed to ensure a seamless transition from one employer to another when the deal closes.
  • Preparing for the termination or roll-over of employees in a manner designed to mitigate disputes.

Our representation doesn’t stop when the deal is done. Following a merger, acquisition, downsizing or restructuring, the surviving/restructured entity must ensure compliance with labor and employment laws on an ongoing basis. We are here for the long haul and can provide updates to employment policies and procedures to account for augmented workforces, help acquiring entities identify and evaluate labor and employment-related risks, and provide representation for claims and litigation involving all state and federal labor and employment law matters in California.

Related Case Studies

Where to go from here?

Call CDF today to learn how we can help protect your company with preventative measures to avoid litigation or how we can protect your company in a threatened or active litigation matter.

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