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Acquisitions S-Corporation

Lippes Mathias LLP

Tax Considerations for Mergers and Acquisitions: Qualified Small Business Stock and its Tax Benefits

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For an active business in the post-Tax Cuts and Jobs Act (TCJA) world of lower corporate tax rates, buyers and shareholders considering a future exit should always consider C corporations and the availability of potential...more

PilieroMazza PLLC

Focus on S Corporations, Part 3: Tax Implications and Special Considerations in S Corp Acquisitions

PilieroMazza PLLC on

Acquiring a business can be a strategic move to grow, diversify, or compete in the market. Acquisition also involves significant tax implications that can affect the value and structure of the deal. Therefore, it is crucial...more

Ward and Smith, P.A.

Purchases and Sales of an Incorporated Business: Asset Acquisitions and Stock Sales

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There are two primary ways to structure the taxable purchase and sale of an incorporated business.  The parties may engage in an asset acquisition, in which the buyer purchases assets directly from the target corporation....more

Opportune LLP

How To Achieve The Economically Efficient Purchase Of A Private Company Through Thoughtful Acquisition Structure

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Many private companies were formed years ago using what was known as a Subchapter S election, which refers to the optional treatment of an otherwise taxable C corporation as (generally) a passthrough entity. These structures...more

Alston & Bird

PTET Elections: Don’t Let Them “Pass” By Unnoticed in M&A Transactions

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The potential complexities surrounding pass-through entity tax elections might make you cry, but the potential tax benefits won’t make you blue. Our Federal Tax Group examines how PTET elections have become an important...more

Kramer Levin Naftalis & Frankel LLP

M&A Structuring Opportunities Utilizing State Level Pass-Through Entity Tax Regimes

State-level pass-through entity tax (PTET) regimes offer structuring opportunities in M&A transactions involving S corporation targets. PTET regimes have been adopted by a growing number of states as a workaround to the...more

Rivkin Radler LLP

Selling to Private Equity? Maybe You Should “F Reorg” First

Rivkin Radler LLP on

Having Fun? Hope you had a decent weekend. Perhaps you did something interesting, maybe even fun, like some end-of-season apple picking? Or maybe you had a cider donut with some hot coffee at a farm stand you stumbled upon...more

Kramer Levin Naftalis & Frankel LLP

Proposed Tax Law Amendments and Tax Increases May Impact Private Equity and M&A Deals

The House Ways and Means Committee recently released legislative proposals as part of the “Build Back Better” reconciliation legislation that the committee is currently developing (the Proposed Legislation). The Proposed...more

McDermott Will & Emery

[Webinar] 2020 Family Office Tax Roundtable - October 21st, 11:00 am - 2:00 pm PDT

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McDermott Will & Emery’s Family Office Tax Roundtable provides participants with an interactive virtual program focused on select income and transfer tax considerations for family enterprises. Attendees will hear...more

Ward and Smith, P.A.

So You've Been Watching (and Cringing at) HBO's "Succession"?

Ward and Smith, P.A. on

Let's discuss some less-dramatic exit options for business owners (when they want to step away). You may not run a global media conglomerate, but even closely held business owners (and perhaps especially closely held...more

Troutman Pepper

Investment Management Update – Exit Strategies

Troutman Pepper on

Gregory J. Nowak, a partner and practice leader for hedge funds in Pepper Hamilton’s Funds Services Practice Group, hosts a monthly webinar series for West LegalEdcenter. This month, Mr. Nowak, is joined by Richard Juliano,...more

Troutman Pepper

Investment Management Update – Exit Strategies (PowerPoint Slides)

Troutman Pepper on

Gregory J. Nowak, a partner and practice leader for hedge funds in Pepper Hamilton’s Funds Services Practice Group, hosts a monthly webinar series for West LegalEdcenter. This month, Mr. Nowak, is joined by Richard Juliano,...more

Foster Garvey PC

Decoding the Tax Cuts and Jobs Act – Part IX: Impact on M&A Transactions

Foster Garvey PC on

The Tax Cuts and Jobs Act (“TCJA”) will significantly impact merger and acquisition (“M&A”) activity. Although billed as tax reform, the TCJA did not reform or simplify the Internal Revenue Code (“Code”). Virtually none of...more

Skadden, Arps, Slate, Meagher & Flom LLP

Impact of US Tax Reform on Mergers and Acquisitions: New Opportunities and Pitfalls

On December 22, 2017, President Donald Trump signed into law the Tax Cuts and Jobs Act (TCJA), which includes numerous changes that will significantly impact mergers and acquisitions (M&A). Although the TCJA has rightly been...more

Skadden, Arps, Slate, Meagher & Flom LLP

An In-Depth Look at the Impact of US Tax Reform on Mergers and Acquisitions

On December 22, 2017, President Donald Trump signed into law the Tax Cuts and Jobs Act (TCJA), which includes numerous changes that will significantly impact mergers and acquisitions (M&A). Although the TCJA has rightly been...more

McDermott Will & Emery

The Impact of Tax Reform on Private Equity and M&A Transactions

Now that the 2017 tax reform act is law, private equity and M&A professionals must grapple with its sweeping changes and reconcile the new provisions with how they do business. This On the Subject summarizes important...more

PilieroMazza PLLC

PilieroMazza Legal Advisor - Fourth Quarter 2017

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Business and Corporate Special Issue - We are excited to bring you this special edition of The Legal Advisor focused on our Business & Corporate Group. The articles in this issue highlight the diverse array of matters...more

Farrell Fritz, P.C.

Rolling Over Target Equity Into A PE Fund: Part II

Farrell Fritz, P.C. on

Roll-Over: Tax Issue - Picking up on yesterday’s discussion, how can a PEF reconcile its preference to acquire a depreciable or amortizable basis for its target’s assets while, at the same time, affording the target’s...more

Proskauer - Tax Talks

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

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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

Skadden, Arps, Slate, Meagher & Flom LLP

"IRS Expands REIT Spin-Off Restrictions, Extends REIT Built-in Gains Period to 10 Years"

On June 7, 2016, the Internal Revenue Service (IRS) and Treasury Department issued new temporary regulations that have dramatic implications for all merger-and-acquisition activity by C corporations and real estate investment...more

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