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Tax-Deferred Acquisitive Reorganizations for C Corporations

Frank ; Mary Margaret ; Hoffarth ; Alexander

Reference: DARDEN-F-1863-E
Number of pages: 15
Publication Date: Jun 20, 2019
Fecha de edición: Aug 30, 2019
Source: Darden University of Virginia (USA)
Type of Document: Technical Note

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Description

This technical note outlines the general judicial requirements an acquisition must meet to qualify as a tax-deferred reorganization. The variation in the specific requirements that must be met to qualify for different types of tax-deferred (“A;” Forward Triangular “A;” Reverse Triangular “A;” “B;” and “C”) reorganizations are addressed. Finally; the specific tax consequences to the target’s shareholders and acquirer are outlined; and a numerical example illustrates the calculation of the after-tax proceeds to the target’s shareholders and the after-tax cost to the acquirer.

Keywords

Acquisitions deal structures Mergers reorganizations tax tax-deferred tax-free