Leveraged ESOPs - Basics, Benefits, and Best Practices

Stanley Bulua has been practicing law for more than 40 years and concentrates in the areas of ESOPs, estate planning, estate administration and income tax. Stan’s ESOP practice involves the design, structure, negotiation, and documentation of complex ESOP transactions involving bank financing, seller financing through subordinated notes and warrants, stock redemption agreements, stock purchase agreements and ESOP exempt loan documents. He has vast experience in the design and implementation of ESOPs to deal with a broad range of business succession issues. Stan also has significant experience advising ESOP-owned companies on matters involving corporate governance and fiduciary responsibilities and has successfully represented ESOP companies and fiduciaries in connection with proceedings involving the U.S. Department of Labor and the Internal Revenue Service. Stan is well recognized in the ESOP area and has lectured to professional groups on many aspects of ESOP practice. In the estate planning area, Stan has advised his clients with respect to the use of sophisticated trust and estate planning techniques involving both lifetime and testamentary transfers. These techniques have included the use of complex wills, irrevocable trusts, qualified personal residence trusts, grantor retained annuity trusts, defective grantor trusts, charitable remainder trusts, family limited partnerships and limited liability companies. Stan has also represented executors and trustees in the administration of trusts and estates and is well versed in advanced post-mortem techniques of estate administration. In the area of income taxation, Stan advises individuals, partnerships, trusts, limited liability companies and corporations on income tax issues affecting their operations and businesses. He has also represented individuals and entities on contested tax matters.

A founding member of CSG's industry-leading ESOP investment banking practice, Steve Berman has over 30 years of extensive finance industry experience. Formerly a Managing Director of Prudential-Bache Interfunding, Inc., the merchant-banking arm of Prudential Securities Incorporated, Steve co-managed an $800 million fund that made private equity and debt investments in leveraged transactions, which closed transactions with aggregate investments and commitments of $1.4 billion. He was also the co-founder of Seaport Capital Inc., a merchant banking operation formed to manage the private equity portfolio of Prudential-Bache Capital Partners I and II, L.P. Between 1976 and 1987, Steve worked in other investment areas of The Prudential, during which time he was involved in over 35 leveraged corporate restructurings, the development of portfolio investment strategies in restructurings, and the oversight of credit procedures. Steve was previously on the board of directors of Dr. Pepper / Seven-Up Companies, Inc., Leewards Creative Crafts, Inc., Fairmont Communications, and Casfam, Inc. He holds Series 24, 7, 79, and 99 securities licenses.