Diligence · Aerospace & Defense

Aerospace & Defense ERISA & Benefits Diligence: An Independent Sponsor's Counsel

When the deal is aerospace and defense and the question is ERISA & Benefits Diligence, the structure decisions in the first 30 days outlast the next five years. This is where Jason Powell works.

EV range $15M to $200M EV EBITDA $3M to $30M Audience Buy-side / Sponsor
The deal context

The economics on a aerospace and defense platform deal usually hinge on a handful of structural decisions. ERISA & Benefits Diligence is one of them.

The typical aerospace and defense platform sits at $15M to $200M EV with EBITDA in the $3M to $30M range. The thesis runs on tier-two or tier-three supplier consolidation with certifications as moat. Foreign LP capital can trigger CFIUS review on the cleanest of deals. Map the cap table early.

The moves

How ERISA & Benefits Diligence actually gets structured.

  1. Pull the 5500s and audit reports for the last three years.

  2. Identify any controlled-group exposure that follows the seller post-close.

  3. Address multi-employer pension withdrawal liability where applicable.

  4. Plan the benefits transition to the buyer's plans, with a TSA period if needed.

  5. In aerospace and defense, layer in ITAR / EAR registration transferred or refiled before close as part of the ERISA & Benefits Diligence workstream.

The common mistake

Skipping the multi-employer pension review. It can show up as a 7-figure surprise three months post-close.

Jason's take
"ERISA is the silent deal-killer. Treat it like senior debt diligence."
Jason Powell · ERISA & Benefits Diligence
Capital after close

The deal is one thing. The capital that opens up after close is another.

After close, the call list for refinancing, recapitalization, and growth equity gets short and known. Jason carries that list.

MONTH 18
Senior refi
MONTH 24
Dividend recap
MONTH 36
Growth equity
YEAR 4–5
Strategic exit
TALK TO JASON

An LOI on the desk, a aerospace and defense target, and a ERISA & Benefits Diligence question worth a real conversation.

Twenty minutes of practitioner-grade input from a securities attorney whose first move is to read the deal, not the engagement letter.