Private company tender offers and similar liquidity programs have become increasingly common in recent years, offering service providers a way to realize value from their equity awards and/or shares—without requiring the company to enter public markets.

Our latest article provides a high-level overview to help privately held companies navigate the tax and legal complexities of launching a global tender offer. Structured in a FAQ format, the piece addresses the most frequent questions and challenges we encounter when U.S. private companies initiate global tender offers.

To read more, click here.

Author

Jeff Bauman is a partner in the Firm's North America Employment and Compensation practice and is based in the San Francisco office. Jeff advises multinational companies in the design and implementation of their international equity compensation plans, including dealing with issues such as tax obligations, regulatory compliance, data privacy, cross-border and mobile employee implications, and labor law compliance. Jeff works with a wide variety of public and private companies across the United States on offering their equity plans around the world and assists many companies in the equity plan issues implicated in corporate transactions, including mergers, acquisitions, spin-offs, and going public transactions.

Author

Victor Flores is a partner in Baker McKenzie’s Employment & Compensation Practice, with a focus on Executive Compensation and Employee Benefits. Victor advises global US and non-US companies – both public and private – on all aspects of executive compensation and benefits matters, including the corporate, securities and tax law, and ERISA issues arising in the implementation and administration of compensation programs. He regularly helps clients with the design and implementation of equity and non-equity based incentive compensation programs and nonqualified deferred compensation programs. Victor also has extensive experience advising on compensations and benefits issues in mergers and acquisitions, corporate reorganizations, private equity and other corporate transactions.

Author

Sinead Kelly is a partner in Baker McKenzie’s Compensation practice in San Francisco. She advises on U.S. executive compensation and global equity and has practiced in the compensation field since 2005. In her practice, Sinead counsels U.S. and non-U.S. public and private companies on all aspects of equity and executive compensation plans and arrangements, including plan design, drafting, administration and governance. In this regard, Sinead advises on and assists companies with compliance with U.S. federal and state securities and tax laws relating to compensation arrangements, as well as with preparing SEC disclosures, complying with stock exchange rules and addressing non-U.S. tax and regulatory requirements. She has been repeatedly recognized by Legal 500 as a leading lawyer for Executive Compensation and Employee Benefits.

Author

Barbara Klementz is the chair of Baker McKenzie’s North American Compensation Practice. She has practiced in the area of global equity and executive compensation for over 20 years. Barbara is a Thomson Reuters Stand-out Lawyer for 2024 and recognized as a ranked practitioner by Legal 500 for Employee Benefits: Transactional and by Chambers USA. Client feedback in Chambers states that "Barbara is absolutely phenomenal" and "Barbara is incredibly impressive in terms of expertise and the ability to be pragmatic and practical. She knows the laws and rules in a staggering number of countries." Barbara is admitted to private practice in California and Düsseldorf, Germany. Barbara focuses her practice on global equity compensation programs, executive compensation and employee benefits. She regularly advises multinational companies on implementing their equity compensation and other incentive programs worldwide – particularly as it relates to tax and securities law matters and exchange control regulations. Barbara also frequently advises on the treatment of such programs in corporate transactions, including mergers and acquisitions, spin-offs and divestitures, as well as on the tax treatment of cross-border employees participating in such programs.