Monthly Archives: August 2020

Business Asset Sale Not a C Reorg Because No Seller Continuity of Interest in Buyer

M&A Tax Stories August 31, 2020 Introduction A company and its owners may avoid federal corporate income taxation on its gain from the sale of the assets of the business if the seller receives buyer voting stock from the buyer

Posted in C Reorganization, tax deferred reorganization Tagged with:

Seller Retention of Receivables in Asset Sale Blows C Reorganization

M&A Tax Stories August 26, 2020 Introduction Taxes can be a major transaction cost when selling a business, especially federal income taxes. One exit plan structure for an owner of a company operating as a corporation is a C Reorganization.

Posted in C Reorganization, substantially all assets, tax deferred reorganization Tagged with: , , ,

Enforcing an Oral Side Deal in M&A: A Case Study

Explore a real-world case study of the legal complexities surrounding oral side deals in mergers and acquisitions (M&A). Learn about the risks, challenges, and key legal points from a business seller’s perspective. August 12, 2020 Introduction: In mergers and acquisitions,

Posted in 351 M&A transactions, boot, handshake redemption obligation, integration clause, nonqualified preferred stock, parol evidence rule Tagged with: , , , , , , , , , , ,

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