Employee Stock Ownership Plans (ESOPs)

Guiding Ownership Transitions Through ESOP Solutions

At Hinshaw, we help clients navigate every phase of the ESOP lifecycle with practical guidance, business insight, and a focus on sustainable value creation. We advise businesses, boards, shareholders, and ESOP trustees through all aspects of ESOP transactions—from feasibility and structuring to financing and administration to company sales and ESOP wind-downs. Our team combines deep transactional, tax, and ERISA knowledge with practical experience guiding companies through employee ownership transitions.

Whether you’re exploring a full or partial ESOP transaction, refinancing an existing plan, or navigating regulatory oversight, we help you achieve your goals while managing legal risk and maximizing value.

Areas of Focus

Representative Experience

A sample of our ESOP engagements include the following representations:

• The lead first-lien lender for an aggregate $145 million loan in a refinance transaction involving an ESOP company as borrower.
• A small business in a multistep transaction in which the 50 percent ESOP shareholder was redeemed and all assets of the company were subsequently sold to a third party.
• An ESOP trustee in connection with a corporate transaction that required pass-through voting to ESOP participants.
• The lead lender/administrative agent in a $31 million syndicated loan, in a transaction that also included mezzanine debt.
• The senior lender in its credit facility to a middle-market tool and die works and machining corporation in connection with the corporation’s reorganization, formation of an ESOP and ESOP stock purchase transaction.
• A 100% ESOP-owned company facing numerous ESOP benefit claims from participants, requiring implementing a claim management process, creation of template forms of documentation and assisting the ESOP Administrative Committee with disposition of the claims.
• Independent members of a board of directors of a 100% ESOP-owned company, investigating whether the company was in compliance with all the provisions of the initial ESOP transaction documents and whether its corporate governance and financial controls were consistent with best practices.

A Strategic Partner in Ownership Transition

Whether your company is contemplating its first ESOP or managing an established plan, Hinshaw brings business-minded legal guidance that balances regulatory obligations with your long-term vision. We are dedicated to helping clients use employee ownership to drive engagement, secure succession, and build resilient companies.