Thats the situation Siebel Systems, a producer of CRM (customer relationship management) software, is dealing with as it tries to plan future product enhancements and get back on a consistent growth path.
Rumors that Siebel is a buyout target or that it was actively seeking a buyer have been circulating for months.
Those rumors reached a crescendo in April after CEO Michael Lawrie resigned as CEO under pressure from the Siebel board of directors after less than a year on the job.
More recently, Eileen McPartland, Siebels senior vice president of global services, a division which had been a key revenue generator for the company, resigned in May.
To top it off, Carl Icahns holding company is reportedly a minority Siebel shareholder.
Despite his interest and the buyout rumors, Siebels share price, which topped $100 per share in late 2000, has been stuck in the doldrums trading between $9.50 and $8.50 for most of the year.
Employees see temptations beckoning outside the company as well. The Silicon Valley economy has improved along with the rest of the country, making good jobs more plentiful and making it easier for Siebel employees to move on.
So what is a company to do under such certain conditions? For Siebel, the answer was to set up an employee retention plan that would ensure that four different employee classes would receive specific severance benefits if the company was sold or taken over.
Under the retention program, a total of 5,260 employees would be eligible to receive severance benefits for a term that begins "three months prior to a change of control and ends one year following a change of control," according to a Form 8-K statement filed with the U.S. Security and Exchange Commission.
Any covered employee would receive cash payments equal to three to 18 months base salary, and target annual bonus and commissions depending on the employees title and position if they were terminated as a result of a corporate acquisition or takeover, according to the statement.
Health and welfare benefits would continue for three to 18 months after termination due to a takeover and there would be an "immediate acceleration" of all unvested stock awards held by employees. Siebel would also remove any holding periods for any stock awards held by employees.