An Overview of Selected Significant Income Tax Compensation and Employee Benefit Issues in Healthcare Transactions

American Health Lawyers Association Healthcare Transactions



Tuesday, May 17, 2016
9:45 AM-10:45 AM Central America Standard Time

Loews Vanderbilt Hotel
Nashville, TN
  • Significant income tax compensation issues
    • Code Section 280G: The Golden Parachute Rules
    • Special compensation deduction and deferred compensation rules:
      • Compensatory deduction issues
      • Code Section 409A: Earn-out and transaction-specific issues
  • Common transactional benefit plan issues
    • Transaction document Issues:
      • Excluded assets/ liabilities versus assumed assets/liabilities
      • Representations and warranties in the transaction documents
      • Post-closing covenants
    • The seller’s plans:
      • Defined benefit plans
      • Obligations to contribute to one or more multi-employer pension plans
      • 401(k) plans
      • Special issues when a for-profit buyer acquires a not-for-profit or governmental seller
      •  Code Section 409A compliance of the seller’s non-qualified deferred compensation plans and arrangements
      •  Compliance with the benefit plan provisions of the ACA
    • Special issues:
      • COBRA continuation coverage for the seller’s M&A qualified beneficiaries
      • Special benefits issues in joint ventures that will not be part of the buyer’s controlled group of corporations
      • Providing prior service credit for the seller’s employees under the buyer’s plans
      • Church plan issues

For more information, visit the AHLA website.

Other Speaker:

Anthony P. DaSilva, KPMG