Recently, the Third Circuit issued a precedential opinion in Shaver v. Siemens Corporation (3d Cir. Feb. 29, 2012) (pdf), wherein it addressed the complex relationship between ERISA’s anti-cutback rules and common corporate transactions.  In Shaver, the employees worked for the purchaser but accrued benefits under the seller’s plan during a transition period.  In rejecting numerous theories of liability articulated by the district court, the Third Circuit  ultimately held that the purchasing employer was not responsible for post-acquisition shutdown benefits that would have been provided by the selling employer’s pension plan for a pre-acquisition shutdown.  Employers considering acquiring another company’s assets and workforce should review the Shaver decision carefully.  This new case provides a good discussion of the common practice of providing transition benefits under the seller’s pension plan after the closing date of an asset purchase, while also providing analysis that may be troubling regarding a potential transfer of liabilities based on the allocation of responsibility for certain benefits.  A thorough analysis of the Shaver decision may be found here.