Join the Closely Held and the Taxation of Mergers and Acquisitions Communities to discuss taxable acquisition and disposition strategies for buyers and sellers of closely-held businesses respectively.
Learning Objectives
- Upon completion of this course, you'll be able to:
- Compare taxable asset acquisitions with stock acquisitions (including Section 338/336(e) elections) to determine optimal tax treatment for buyers and sellers.
- Analyze the use of F reorganizations, partnership structures, and ESOPs in M&A transactions to identify tax-efficient acquisition frameworks.
- Evaluate the strategic application of earnouts and installment sales in deal structuring to align tax timing with business objectives and risk allocation.
Major Topics
- Taxable assets acquisitions.
- "F" reorganizations.
- Direct stock acquisitions versus stock acquisitions with deemed asset sale elections under section 338 or 336(e).
- Common partnership acquisition structures, ESOPs, management rollovers.
- Use of earnouts and the installment method in M&A transactions.
