Sec. 5. Employee right of first refusal before plant closing
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Section 3 of the Worker Adjustment and Retraining Notification Act ( 29 U.S.C. 2102 ) is amended by adding at the end the following: If an employer orders a plant closing that is a permanent shutdown of an entire facility, the employer shall include in the notice required under subsection
(a)an offer for the affected employees of the employer to purchase that plant or facility, or the company of the plant or facility, through either of the following: An employee stock ownership plan, as defined in section 4975(e)(7) of the Internal Revenue Code of 1986, sponsored by a company that is not less than 51 percent employee-owned. An eligible worker-owned cooperative, as defined in section 1042(c)(2) of such Code. The value of the plant, facility, or company that is the subject of the offer described in paragraph
(1)shall be the fair market value of the plant, facility, or company, respectively, as determined by an appraisal that is— conducted by an independent third party selected in accordance with subparagraph (B); and paid for by the employer described in paragraph (1). The independent third party described in subparagraph (A)(i) shall be— in the case of a plant, facility, or company to be purchased through an employee stock ownership plan, selected by the trustee of the plan; and in the case of an eligible worker-owned cooperative, selected jointly by the employer described in paragraph
(1)and the affected employees of that employer (or the designated representative of such employees). For purposes of determining the value of a plant, facility, or company that is the subject of an employee stock ownership plan or eligible worker-owned cooperative described in paragraph (1), the offer required under such paragraph shall include, with respect to the plant, facility, or company, a disclosure of— any outstanding liabilities, including any outstanding claims by creditors; copies of all recent financial statements; securities filings or related disclosures; any legal claims filed against the company; any bankruptcy filings; and any other similar information necessary to determine the full value and financial viability of the plant, facility, or company (and in the case of a plant or company, any facilities of the plant or company). In the event that the affected employees and employer described in paragraph
(1)(or the designated representatives of such employees and employer) enter, in good faith and during the 60-day period after the employer serves the notice required under subsection (a), into negotiations for the purchase of the plant, facility, or company, the plant (and all facilities or operating units at the plant), facility (and all operating units at such facility), or company (and all facilities or operating units at the company), as applicable, shall remain open during such negotiations and for at least the 30-day period following the closing date for such purchase. . Section 408 of Employee Retirement Income Security Act of 1974 ( 29 U.S.C. 1108 ) is amended by adding at the end the following: Sections 406 and 407 shall not apply to the purchase and operation of a company, plant, or facility through an employee stock ownership plan (as that term is defined in section 4975(e)(7) of the Internal Revenue Code of 1986) pursuant to section 3(e) of the Worker Adjustment and Retraining Notification Act ( 29 U.S.C. 2102(e) ). . Subsection
(d)of section 4975 of the Internal Revenue Code of 1986 is amended by striking or at the end of paragraph (24), by striking the period at the end of paragraph
(25)and inserting , or , and by adding at the end the following new paragraph: the purchase and operation of a company, plant, or facility through an employee stock ownership plan pursuant to section 3(e) of the Worker Adjustment and Retraining Notification Act ( 29 U.S.C. 2102(e) ). . Subparagraph
(A)of section 4975(f)(6) of such Code is amended by striking
(9)and
(12)and inserting (9), (12), and
(26).
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