In-Kind Reversion To Employer

[Guest danwintz]

An at all times tax-exempt employer will terminate an ERISA covered DB plan and receive a reversion. All participants' interests will be satisfied through the purchase and distribution of non-transferrable annuity contracts. Participants have no right to receive excess plan assets on plan termination. Certain assets which will remain are difficlt to liquidate.

The employer wishes to receive these assets in-kind as part of the reversion. Does anyone see any issues?

A "reverse" logic from the Keystone Industries case does not appear to apply, since the plan does not have a quantifiable liability to the employer which will be dischargedg through the distribution of in-kind assets. Therefore, I don't think there is "a sale or exchange." What do you think?

Thank you in advance for you responses.

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