Tax Mergers and Acquisitions
Protecting and maximizing your deal
Whether you are buying or selling, tax issues can complicate every deal. Finding a transaction structure that meets the needs of the buyer and the seller, achieving a step-up in tax basis, and determining whether and how net operating losses, carryforwards and other tax attributes can be utilized are complex issues that need to be addressed.
RSM’s mergers and acquisitions tax professionals understand transactions. We’ve worked on thousands of transactions for large public companies, S corporations, partnerships, family-owned businesses and entrepreneurs. We work with companies across a wide range of industries and with diverse strategies and goals. Our professionals know the issues and the solutions.
Because understanding taxes isn’t enough, we won’t rest until we understand your business, your goals, the reasons behind your strategy and your transaction. Only then will we tailor a solution to the tax issues surrounding your transaction that is right for you.
Availability of full expensing for stepped-up basis in assets after an M&A transaction may depend on acquisition structure.
Tax Court applies 11 factor test in disallowing bad debt deduction, holding advances were capital contributions and not debt.
Availability of newly refundable AMT credit carryforwards in light of section 383 credit utilization limitation presents issue.
Recent tax reform changes to NOLs included what appears to be bad news to NOL carrybacks but favorable rules for prior year NOL carryovers.
New corporate tax rules provide benefits, take away significant deductions and generally adds complexity to the corporate tax system.