News & Analysis as of

Mergers & Acquisitions Securities Tax

Read Mergers & Acquisitions Law updates, articles, and legal commentary from leading lawyers and law firms:

Energy Transfer, Williams, and the Circular Ownership of Stock

It is unheard of for a deal to die at the closing table because lawyers cannot deliver a required opinion regarding a transaction that they structured and negotiated. Yet, this is exactly what happened last year when two...more

Public Mergers and Acquisitions in Canada 2nd Edition - May 2017

by Bennett Jones LLP on

Canadian public merger and acquisition transactions in 2016 (in-bound and out-bound) comprised over C$400 billion in value with at least one-third of the transactions in Canada being fueled by foreign buyers. The second...more

Funds Talk: May 2017 - The ‘Commercially Reasonable Efforts’ Standard as Defined by the Delaware Supreme Court

In its recent decision in The Williams Cos., Inc. v. Energy Transfer Equity, L.P., et al., the Delaware Supreme Court offered guidance on the interpretation of the “commercially reasonable efforts” standard in a merger...more

Practical Guidance on Merger Conditions from Williams v. Energy Transfer Equity

by Ropes & Gray LLP on

The Delaware Supreme Court’s recent 4-1 decision in The Williams Cos., Inc. v. Energy Transfer Equity, L.P., et al., which affirmed the Delaware Court of Chancery’s decision to allow a public company merger to be terminated...more

Your Daily Dose of Financial News

by Robins Kaplan LLP on

The struggle to attract and retain businesses and the jobs they provide has increasingly led to states and cities squaring off against others, with competing tax incentive packages the very real currency of the battle....more

Proposed Loss of Interest Deduction Would Boost Cost of PE Deals

by Pepper Hamilton LLP on

Where asset acquisitions or deemed asset acquisitions are not available, the loss of the interest deduction would likely result in an increased focus on pure equity-funded transactions. Originally published on the Middle...more

RESTRUCTURING A MULTINATIONAL CORPORATION TO OPTIMIZE EFFICIENCY AND PROFITABILITY

by Owen Kurtin on

Attached is a free, downloadable case study (with diagrams) on the strategic, legal, tax and regulatory aspects of the implementation of a "Swiss Principal" model global restructuring for a U.S.-based industrial and...more

IRS Issues Final and Temporary Debt-Equity Regulations Under Section 385

by Proskauer - Tax Talks on

On October 13, 2016, the Treasury Department and the Internal Revenue Service issued final and temporary regulations under section 385 of the Internal Revenue Code. The final and temporary regulations recharacterize certain...more

Turkey Corporate Newsletter - September 2016

by White & Case LLP on

Considering Becoming A Board Member? Read This First. Good corporate governance requires fully informed board members who are aware of their duties and the potential legal implications of their actions. Under the...more

Your daily dose of financial news - The Brief – 9.6.16

by Robins Kaplan LLP on

Dealbook gives us the story of Airgas, where founder Peter McCausland’s reticence to sell (despite serious shareholder pressure) resulted in a $5 billion windfall rather than the all-too-often result of a later sale for...more

Your daily dose of financial news - The Brief – 8.30.16

by Robins Kaplan LLP on

And after all the sturm und drang surrounding the Hershey Trust and the Mondelez buyout offer over these past few months . . .  it’s over.  Mondelez announced yesterday that it’s no longer seeking to acquire the Hershey...more

"IRS Offers Limited Safe Harbors for Recapitalizations Before Spin-Offs"

On July 15, 2016, the Internal Revenue Service (IRS) released a new revenue procedure, Rev. Proc. 2016-40, providing safe harbors for transactions in which a corporation (Distributing) obtains the requisite control of a...more

Proposed Section 409A Regulations Facilitate Common Pay Practices

The Internal Revenue Service (IRS) has proposed a number of updates to current regulations governing nonqualified deferred compensation under Section 409A of the Internal Revenue Code of 1986, as amended. The proposed updates...more

Revised listings due diligence guidelines issued by the Association of Banks in Singapore

by Dentons on

The Association of Banks in Singapore (ABS) introduced its revised due diligence guidelines (Enhanced Guidelines) in respect of listings on the Singapore Exchange Securities Trading Limited (SGX-ST) on 13 May 2016. These...more

Global Private Equity Newsletter - Summer 2016 Edition: LBO & Management Packages In France: Are Recent Developments In The...

by Dechert LLP on

The management packages offered to managers in LBOs can sometimes be differentiating factors for financial sponsors enabling them to win a competitive process for the acquisition of a target company. However, although...more

Deductibility of Transaction Costs for a Target Company: No Safe Harbor in Deemed Asset Deals

by Pepper Hamilton LLP on

On June 10, 2016, the Internal Revenue Service released a Chief Counsel Memorandum dated July 8, 2015, addressing the issue of whether a target S-corporation, which participated in a transaction in which the parties made a...more

Private equity in Italy: market and regulatory overview

by Latham & Watkins LLP on

How do private equity funds typically obtain their funding? Private equity funds continued to have a diverse investor base in 2015. Although with a significant decrease from the 2014 figure of 68%, about 48% of the...more

The Mergers and Acquisitions Incentive Scheme for Singapore companies

by Dentons on

The mergers and acquisitions (M&A) allowance and stamp duty relief schemes together form the M&A Scheme. This scheme was first introduced in Budget 2010 to encourage companies in Singapore to grow their businesses through...more

New "Inversion" Proposed Regulations Inspired By The Pfizer/Allergan Deal May Impact Corporate Tax Planning Strategies

by Baker Donelson on

The Treasury Department has recently promulgated proposed regulations dealing with so-called inversion transactions. Inversion transactions are ones in which a U.S. corporation changes its domicile to a nation with a more...more

Treasury Issues Stringent Inversion Regulations, Proposes Far-Reaching Related-Party Debt Rules

by Latham & Watkins LLP on

New regulations expand prior guidance reducing tax benefits of inversions. Proposed debt-equity rules will impact even routine intercompany transactions. On April 4, 2016, the US Department of the Treasury (Treasury) and...more

MIDCO Transactions and the Expanding Universe of Transferee Liability

by Shearman & Sterling LLP on

On April 20, 2016, partner Lawrence Hill (New York-Tax) presented a paper (co-authored with counsel Richard Nessler (New York-Tax)) titled “MIDCO Transactions and the Expanding Universe of Transferee Liability” to The Tax...more

The Pepper Minute: Buying and Selling the S Corporation [Video]

by Pepper Hamilton LLP on

There are significant tax aspects involved in buying and selling an S corporation. In this short video, Pepper partner Howard Goldberg takes a few minutes to discuss various forms of buying and selling an S corporation’s...more

US Internal Revenue Service and US Treasury Department Issue Anti-Inversion Regulations

by Shearman & Sterling LLP on

The US Internal Revenue Service issued a proposal under Section 385 of the Internal Revenue Code with respect to the treatment of instruments issued by corporations in related-party transactions as debt or equity for federal...more

Your daily dose of financial news The Brief – 4.6.16

by Robins Kaplan LLP on

Talk about a regulation with teeth. Within days of the Treasury Department announcing new rules meant to discourage corporate tax inversion deals, Pfizer and Allergan announced they were scrapping their planned $152 billion...more

Golden Parachute Tax Terror

by Smith Anderson on

Smith Anderson's tax group is now offering complimentary presentations. This webinar will provide an introduction to the tax rules related to certain payments to insiders triggered by a change in control of a corporation...more

82 Results
|
View per page
Page: of 4
Cybersecurity

Follow Mergers & Acquisitions Updates on:

"My best business intelligence,
in one easy email…"

Your first step to building a free, personalized, morning email brief covering pertinent authors and topics on JD Supra:
Sign up using*

Already signed up? Log in here

*By using the service, you signify your acceptance of JD Supra's Privacy Policy.
*With LinkedIn, you don't need to create a separate login to manage your free JD Supra account, and we can make suggestions based on your needs and interests. We will not post anything on LinkedIn in your name. Or, sign up using your email address.

Feedback? Tell us what you think of the new jdsupra.com!