The Value of Net Operating Losses

This technical note provides an overview of the tax law governing the use of a target's net operating losses (NOLs) and other tax attributes by the acquirer. Every transaction requires the acquirer to assess the impact of any limitations under the tax law on the use of the target's NOLs. Because these limitations affect the value of the NOLs, they affect the price the acquirer is willing to pay for the loss corporation and ultimately the optimal deal structure.