Job

There was an article in an industry magazine (no online link) on Tuesday that reported the imminent sale of the division of the company that I work for. TD Ameritrade is the reported buyer with Schwab and Fidelity as reported second-tier suitors. It was enough to prompt our president to send out an email highlighting that there were no on-the-record sources for the article and calling the entire piece speculative. Because the buyer and seller are both public companies, Reg FD says there can be no mention until it becomes public knowledge. The article suggested that a deal was likely to be completed by today.

Our part of the company has known for some time that corporate was investigating a sale, spin-off, realignment, or continuation of business as usual. We were originally told to expect an answer by the end of the first quarter. Apparently negotiations and planning have taken longer than expected and many people around here are on edge. I was figuring we most likely faced realignment to another part of the company based upon our profitability and potential for greater integration with other corporate entities. Our parent company has grown over the last 20 odd years through a series of 100+ acquisitions that now work as 77 loosely related companies. My division is arguably the most loosely related. This scenario would probably have afforded me the most job safety but would likely have signaled a lengthy and likely tumultuous period of change management.

After reading the article though, a sale makes the most sense. The two (out of four) parts of our division that make the most money would be valuable additions to any of the suitors and especially to TD Ameritrade as they yearn to catch up to Schwab and Fidelity in the custody business. But I work for one of the parts that doesn't make as much money and that has a very significant legal risk footprint with lots of associated ongoing litigation. It's a part of the business that wouldn't be particularly attractive to the aforenamed bidders, but which might make sense for another niche trust custodian in the market. The article had reported that our corporate parent and TD Ameritrade both confirmed that talks fell apart earlier in the year when TD wouldn't buy all parts of the business. Corporate told 'em all or none. I hypothesized yesterday after seeing the article for the first time that TD will buy the whole business and nearly simultaneously spin-off the directed-custodian IRA business to another party.

Laying on the printer today I found a stack of papers that seems to support my conclusion. The papers are a series of schedules that you might expect to be attached to a sales contract detailing certain aspects of the transaction. The topics include items such as Reportable Events (none), Code Section 409A (this deals with deferred compensation accounts and the only note says Corporate), Environmental Matters (none), Excluded Customers (JR or SS to provide information), Conduct of Business (here is a cryptic note that suggests the sale of the assets of the part of the company that I support), Reorganization (dividend to transfer excluded assets) Filings (Colorado Division of Banking Consent, FDIC change in control, FDIC Bank Merger Act), WARN (this stands for the Workers Adjstment and Retraining Act which requires employers with 100 or more employees to provide notification 60 calendar days in advance of plant closings and mass layoffs. The note reads Corporate is monitoring.) Consents (target company shareholder consent), Resignations (obtain list in Word from DB), and the most damning of all - Employee Benefit Matters (Do we need this schedule if there are no "transferred employees").

I don't know if I'll find out today whether I'm losing my job soon, but I have little remaining doubt that I will be losing my job soon. That does not necessarily make me unhappy. I don't hold out much hope for a good package since I've only been here 26 months, but I'll take what they give me and up to another 13 weeks on the government dole after that.

Jonathan 4/20/2007 11:49:00 AM