Distributions in formation of a new joint venture

[Guest LDH1]

All the assets and employess of an LLC are being merged with another Corporation to form a new Joint Venture in which the LLC will own a 50% interest. Assuming that the employees job change substantially in scope, responsibility, and job location, do you think a distribution can be made by reason of a separation from service? Do you think Rev. Rul. 2000-27 would cover this situation (i.e., can a the creation of joint venture qualify or do you need a sale). Do you think I am under 401(k)(10)? If an employee does have a separation from service, can an employer force a trustee to trustee transfer (spin-off) (any problem with anti-cut back)?