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Jenna Wallace advises clients on all aspects of employee benefits and executive compensation. Her practice covers a broad spectrum of plans and arrangements, such as:
- tax-qualified retirement plans, including traditional and hybrid pension plans, 401(k) plans, and profit-sharing plans;
- health and welfare plans, including medical, disability, cafeteria and severance plans;
- equity-based compensation, including stock options, restricted stock, profits interests and phantom equity;
- nonqualified deferred compensation plans;
- employment, consulting and restrictive covenant agreements; and
- international employment arrangements.
Ms. Wallace guides employers with respect to the administration of 401(k) and pension plans (including standards applicable to the investment of ERISA-covered assets), the requirements of the Patient Protection and Affordable Care Act, Section 409A of the Internal Revenue Code, management employment and equity arrangements, employee separations and international employment issues. Ms. Wallace also advises public and private companies in connection with mergers, acquisitions, and other corporate transactions, and advises private funds regarding investments by public and private employee benefit plans.
Ms. Wallace has an active pro bono practice, with a focus on assisting organizations working in Africa and other parts of the developing world.
- Principal outside counsel advising a large employer on changes to active and retiree health and other welfare arrangements.
- Provided employee benefits and executive compensation advice in connection with mergers, acquisitions and divestitures by private equity funds, pharmaceutical, technology and other companies.
- Advised on design and administration of various phantom equity plans.
- Prepared prospectuses and other securities disclosures for equity plans.
- Advised large employer on rules for wellness programs under Americans with Disability Act and the Genetic Information Nondiscrimination Act.
- Prepared comment letters to the Department of Treasury and Internal Revenue Service on provisions of the Patient Protection and Affordable Care Act.
- Primary responsibility for a variety of employee benefits matters while on secondment to the in-house legal department of IBM.
- Assisted sponsors of tax-qualified retirement plans with amendments to comply with recent changes in the law and correction of operational and document errors under Internal Revenue Service voluntary correction programs.
- Analyzed parachute payment liabilities arising in connection with various corporate transaction sand recommended approaches for minimizing these liabilities.
Pro Bono
- Advised multinational not-for-profit organization on employment agreements with key international staff.
- Provides ongoing corporate, employment and general advice to the Accordia Global Health Foundation.
- Represented not-for-profit corporation in the engagement of a fundraiser.
- Advised a small not-for-profit employer with disclosure requirements for the employer’s 401(k) plan.
- Assisted not-for-profit employers with the creation of employee handbooks and related issues.
Memberships and Affiliations
- New York City Bar Association
Previous Experience
- Straight Talk Foundation, Kampala, Uganda, Fellow (2004-2005)
Covington Represents CFBanc in Merger Creating Largest Black-Led Minority Depository Institution in U.S.
August 26, 2020
WASHINGTON—Covington represented CFBanc Corporation (“City First”) in its transformational merger of equals with Broadway Financial Corporation (“Broadway”) to create the largest Black-led Minority Depository Institution (MDI) in the nation with more than $1 billion in combined assets under management and approximately $850 million in total depository ...
March 25, 2020, Covington Alert
In light of the federal Families First Coronavirus Response Act ("FFCRA") and New York State’s sick leave law, both of which were signed on March 18, 2020, many New York employers will need to be prepared to comply with their new federal and state sick leave obligations to employees impacted by COVID-19. As discussed in a prior client alert, the FFCRA requires ...
March 6, 2020, Covington Alert
Businesses are rapidly developing strategies to continue functioning and protect their workforces in the face of the growing Coronavirus COVID-19 outbreak. For obvious reasons, businesses may want to deploy health screening, testing, and professional medical advice services—including telemedicine—to their employees and dependents. It is critical that ...
July 12, 2019
PALO ALTO—Covington advised Argo AI, LLC, a technology platform company that is working with leading automakers to deliver a fully integrated self-driving system, in the deal announced today with Volkswagen AG and Ford Motor Company. Volkswagen will be making a $2.6 billion investment, becoming Argo AI’s second investor and building upon a $1 billion investment ...
April 5, 2019
NEW YORK—Covington represented IFM Tre, Inc. in its sale to Novartis for a $310 million upfront cash payment and up to $1.265 billion in milestone payments (for a total of $1.575 billion). IFM Tre develops chemically distinct systemic, gut-directed, and CNS-penetrant drug candidates to address several indications triggered by NLRP3, including metabolic, ...
December 19, 2018
NEW YORK—Covington advised Tetragon Financial Group Limited on the merger of its GreenOak Real Estate joint venture with Bentall Kennedy, Sun Life Financial Inc.’s North American real estate and property management firm. The combined entities will be called Bentall GreenOak. Tetragon will remain an investor in Bentall GreenOak, which the merger values at $940 ...
August 8, 2018
WASHINGTON—Covington advised Wilmington, Delaware-based WSFS Financial Corporation in its acquisition of Philadelphia-based Beneficial Bancorp, Inc., in a transaction valued at approximately $1.5 billion. This is the second bank M&A deal in two weeks where Covington is representing the acquiring institution. Covington is also representing Dallas-based Veritex ...
May 1, 2018, Inside Compensation
For taxable years starting after December 31, 2017 and before January 1, 2020, the Tax Cuts and Jobs Act of 2017 adds a new Section 45S to the Internal Revenue Code that provides a tax credit for businesses offering paid family and medical leave (“F&M Leave”). The IRS recently issued FAQs that begin to answer questions...… Continue Reading
April 17, 2018, Inside Compensation
Part of Our Series on the Tax Cuts and Jobs Act of 2017 When an employee exercises a stock option or receives shares of stock from the settlement of a restricted stock unit (or “RSU”), generally the employee has income based on the value of the stock received. Income tax and Social Security and Medicare...… Continue Reading
February 14, 2018, Covington Alert
The Tax Cuts and Jobs Act of 2017 (the “Act”) became Pub. Law 115-97 on December 22, 2017. Many of its more startling provisions have become well known since then. Of less dramatic impact are several provisions affecting qualified employer plans, fringe benefits, and certain kinds of compensation. These provisions are described in this client alert. This client ...
August 30, 2017
NEW YORK—Covington advised Howard Bancorp, Inc., the bank holding company for Howard Bank, in its acquisition of First Mariner Bank, a community bank headquartered in Baltimore, Maryland. The transaction value is approximately $163.4 million. The Covington team consisted of Michael Reed, Rusty Conner, Chris DeCresce, Matt Wood, and Nora Diamond-Jones(corporate); ...
August 10, 2017
NEW YORK—Covington is representing IFM Therapeutics in its sale to Bristol Myers Squibb for $300 million in cash and the right to receive contingent payments upon achievement of specified milestones that could total in excess of $1 billion for each of its two oncology programs. Prior to closing, IFM will spin off its inflammation program to a newly-formed ...
Covington Promotes 13 New Partners
October 3, 2016
WASHINGTON—Covington has promoted 13 lawyers to its partnership. “Our new partners reflect the excellence, strengths, and diversity of the firm and will play important roles in the firm for decades to come and will help drive our key practices to even greater success in the years ahead,” said Timothy Hester, Covington’s chair. The new partners, who are based in ...
June 3, 2016
NEW YORK—Covington advised Beltone Financial Holding, a leading Egyptian investment bank, in its acquisition of 51 percent of Auerbach Grayson & Company, a New York brokerage firm specializing in global trade execution and research on developed, frontier, and emerging markets for U.S. institutional investors. This acquisition marks Beltone Financial’s entry into ...
May 31, 2016
WASHINGTON—Covington advised Graham Media Group in its definitive agreement to purchase WCWJ, the CW affiliate serving Jacksonville, FL and WSLS-TV, the NBC affiliate serving Roanoke and Lynchburg, VA, from Nexstar Broadcasting Group and Media General. The Covington team included corporate partners Paul Rogers and Michael Cutler, with associate Adina Lord. ...
April 8, 2016
NEW YORK — Covington advised Emmy and Golden Globe-winning producer Ben Silverman on the creation of Propagate Content, a media production and distribution company. A+E has agreed to fund the company with $30 million in equity and has committed to buy $15 million in scripted or unscripted projects in a five-year deal. Propagate has already signed Will.i.am and ...
July 1, 2015, Inside Compensation
The Supreme Court’s decision last week in Obergefell v. Hodges is big news: it held that the 14th Amendment requires states to license same-sex marriages and to recognize lawful out-of-state same-sex marriages, and thus legalized same-sex marriage throughout the country. In a final section that begins with a philosopher’s take — “No union is more...… Continue ...
May 19, 2015
NEW YORK, May 19, 2015 — Covington is advising Pandora Media, Inc., an Internet radio service, in its acquisition of Next Big Sound, Inc., a provider of online music analytics. The acquisition is expected to provide Pandora with a powerful analytics tool used by tens of thousands of music makers, labels and marketers looking for data and insights about artists ...
Covington Advises Public Pension Capital on Partnership with Kramer Van Kirk Credit Strategies
May 15, 2015
WASHINGTON, DC, May 15, 2015 — Covington represented Public Pension Capital, LLC in the formation of a strategic partnership with and investment in Kramer Van Kirk Credit Strategies LP, a Chicago-based manager of collateralized loan obligations with more than $4 billion in assets under management. Public Pension Capital also acquired a stake in KVK Technology ...
May 12, 2015, Inside Compensation
As business becomes increasingly globalized, multinational corporations are sending more executives on international assignments and hiring more expatriates to fill local positions overseas. Compensation connected to these employment patterns can create a series of legal and regulatory challenges. For example, unless an exception applies, U.S. citizens and ...
April 20, 2015, Inside Compensation
By Helena Milner-Smith, Kamakshi Venkataramanan and Jenna Wallace Vodafone announced recently a new progressive and generous mandatory minimum global maternity policy. According to the company, under the new policy, to be in effect by the end of this year, female employees of Vodafone in 30 countries will be offered two maternity benefits: (1) at least 16...… ...
December 9, 2014, Inside Compensation
We are writing with another update on French labor law that could impact international corporate transactions. French President Francois Hollande has proposed a change to French legislation that could remove the threat of imprisonment for directors and senior employees who are found to have breached obligations to consult with works councils and other employee ...
May 30, 2014
WASHINGTON, DC, May 30, 2014 — Covington & Burling advised Graham Holdings Company in its acquisition of Joyce/Dayton Corp., an Ohio-based manufacturer of screw jacks and other linear motion systems. The acquisition was announced earlier today. Graham Holdings is an education and media company whose principal operations include educational services, television ...
Covington Advises MyPublisher in Shutterfly Merger
May 1, 2013
NEW YORK, May 1, 2013 — Covington & Burling advised MyPublisher, Inc., in its merger with Shutterfly, Inc., the leading digital retailer of personalized photo products. MyPublisher is one of the pioneers of high quality printed photo albums. The acquisition will combine MyPublisher's photo book technology and highly specialized manufacturing capabilities with ...
Navigating Global Redundancy Exercises: Five Key Principles for Implementing Cross-border Restructurings
March 7, 2013, Webinar
January 2, 2013, Inside Compensation
As we wrap up the inaugural year of InsideCompensation, we look back on 2012’s most significant developments in employee benefits and executive compensation, both in the U.S. and internationally. Retirement Plans Many employers have frozen their traditional defined benefit pension plans and are now considering ways to eliminate the financial volatility of ...
December 28, 2012, Inside Compensation
Private equity and other investment fund managers can exhale (at least a little bit) following a recent court ruling that investment funds are not liable for the ERISA obligations of their portfolio companies. The ruling expressly rejects a 2007 Pension Benefit Guaranty Corporation (“PBGC”) letter ruling and contradicts an earlier court decision that supported ...
November 7, 2012, Inside Compensation
When an employee benefit plan is amended in a way an employer anticipates could be controversial, an employer might seek a declaratory judgment that the amendment complies with ERISA. Generally, a declaratory judgment action will preclude later challenges by plan participants. However, a recent decision by the Third Circuit demonstrates that the presumption in ...
October 22, 2012
WASHINGTON, DC, October 22, 2012 — Covington & Burling served as ERISA counsel to Verizon Communications Inc. on its transfer of $7.5 billion in pension liabilities to The Prudential Insurance Company of America. Many sponsors of defined benefit plans, especially frozen plans, are considering ways to “de-risk” by reducing or eliminating the volatility ...
Global Employee Contracts and Policies
September 27, 2012, Covington webinar
September 21, 2010
NEW YORK, September 21, 2010 — Prestige Brands Holdings, Inc. has announced that it has entered into a definitive agreement to acquire 100% of the stock of Blacksmith Brands Holdings, Inc., a portfolio company of Charlesbank Capital Partners, for $190 million in cash. Covington & Burling LLP advised Charlesbank on the transaction, which is expected to close in ...
Covington Advises SandRidge Energy on Closing of Merger with Arena Resources, Creating a $6.2 Billion Company
July 20, 2010
NEW YORK, July 20, 2010 — SandRidge Energy, Inc. has completed its acquisition of Arena Resources, Inc., creating a combined company with an enterprise value of approximately $6.2 billion. Covington & Burling LLP advised SandRidge Energy on the transaction. The merger closed on July 16 following special meetings of the stockholders of each company. The ...
Covington Advises Charlesbank Capital Partners on Recapitalization of Cedar Creek Lumber
May 21, 2010
NEW YORK, May 21, 2010 — Charlesbank Capital Partners, LLC and Cedar Creek Lumber have announced a recapitalization whereby Charlesbank will acquire majority ownership of Cedar Creek. The transaction, which is structured as an asset purchase, will provide the Cedar Creek business with capital to grow organically and expand within the wholesale building materials ...
Scott Smith Named Am Law’s ‘Dealmaker of the Week’
April 12, 2010
NEW YORK, April 12, 2010 — Covington & Burling LLP’s Scott Smith has been named “Dealmaker of the Week” by The Am Law Daily. Mr. Smith, chair of the firm’s M&A and private equity practices, was recognized for advising SandRidge Energy in its acquisition of Arena Resources, a deal that was announced April 4. The other members of the New York and Washington ...
Covington Advises Financial Federal Corporation on $738M Merger with People’s United Financial
2/22/2010
NEW YORK, February 22, 2010 — Financial Federal Corporation and People’s United Financial, Inc. have completed the merger of Financial Federal with People’s United in a transaction valued at approximately $738 million. Covington & Burling LLP advised Financial Federal on the transaction. Financial Federal is a financial services company providing collateralized ...