Published on Business Finance (http://businessfinancemag.com)
No Sweet Deal for U.S. Sugar Employees
Created 06/10/2008 - 11:55
Brannen in Brief [1]

Should employee owners have a say in issues relating to the acquisition of the company they work for? That's a key question in the shareholder class action lawsuit brought against U.S. Sugar by employees.

Legally, company management is within its rights to exclude them from operations-related decisions, but according to experts interviewed by The New York Times in the matter, people are entitled to do what they want with the property they own; and worker-owned companies tend to have better results when employees have a say. But U.S. Sugar's employee shareholders remain unheard: they were banned from attending the company's annual meeting.

The class action lawsuit is getting a lot of media attention as attorneys and other interested parties following the case are speaking out about the facts -- or their perception of them.

Here's the case in a nutshell: U.S. sugar took its stock off the public market in 1983 and created an employee stock ownership plan (ESOP). The company's paternalistic culture soured when NAFTA came along, causing management to lower costs through methods including downsizing and eliminating the retiree health plan in order to compete with cheap sugar from other countries with low wages. It's a familiar scenario, but according to the company's former controller, management seemed to choose people with long work histories who had the most ESOP shares, The Times reports.

The plaintiffs charge that the company cashed out plan participants for far less money than they should have received, based on information that came out because of two offers to acquire the company. Because the shares were held indirectly through a retirement plan, employees were shut off from information about the company's finances and unable to challenge management's decisions and appraisal of stock value. Former workers charge that insiders (descendants of the founder, wealthy industrialist Charles Steward Mott) enriched themselves by buying back employees' shares at a cheap price.

But to win the case, plaintiffs must prove that management's stock valuation doesn't represent fair market value; some ESOP experts see no indication that this is true. As the case winds its way through the court system, it may redefine the relationship between the Employee Retirement Income Security Act (ERISA) and ESOPs -- and strike fear among finance executives and others who have fiduciary responsibility for ESOPs at private companies.


Source URL: http://businessfinancemag.com/blogpost/no-sweet-deal-us-sugar-employees-0610

Links:
[1] http://businessfinancemag.com/blog/brannen-brief-1212