Overview
Established in 1916, the Margaretville Telephone Company (MTC) was a family-owned company that had grown to provide a range of voice, video, data and commercial services throughout the Central Catskills Region in New York. The company facilitated business partnerships that allowed the deployment of 2,000 miles of fiber optic facilities to bring broadband to rural and underserved populations. The business reinvests in its home communities and employees, believing that excellent customer services stems from a valued and dedicated workforce.
Situation
MTC leadership sought a business transition plan that would reward the commitment of its employees through company ownership, further the values of their community-focused culture and sustain long-term business growth as an independent company. Though the company had implemented a minority employee stock ownership plan (ESOP) in 1985, the family leaders wanted a full exit from the company while also securing the company in the community and for the employees. Moving to a full 100% ESOP ownership plan emerged as the right fit. As part of a regulated industry, any transactions affecting 10% or more of ownership would require going through the process of state regulatory approval as well.
Solution
MTC engaged SES ESOP Strategies and affiliated law firm Stevens & Lee in 2014 to assist in guiding and structuring the process, including managing the Company through the regulatory process with special regulatory counsel. In 2018, the company completed a transaction after which the ESOP owned 60% of the company. In 2023, shareholder leadership and management were able to further their goals, with SES leading the transaction in which MTC became 100% ESOP-owned and family leadership completed a seamless exit. SES professionals gathered key financial due diligence, negotiated transaction terms, and collaborated closely with the client’s bank and regulatory counsel. Lawyers from Stevens & Lee assisted with preparing the updated ESOP plan, all transaction documents and advised on the ESOP transaction. Notably, the shareholders gained key capital gains tax deferral opportunities for both transactions.
“My sister Karen [Harris] and I value the dedication of our employees and our family takes great pride in our history of serving our home communities. Moving to 100% ESOP ownership was a great way to reward our employees while securing the Company’s independence,” said Larry Roadman, Chair of the MTC Board of Directors.
“SES and Stevens & Lee helped us evolve the way we envisioned and provided the kind of quality service we hold in high regard. Their valuable assistance made all the difference for the future of our business,” added Glen Faulkner, MTC President.
For more information on this transaction, please contact Michael A. Golden, Senior Vice President, at 215.508.7715 or Paul S. Fusco at 215.508.5642.
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