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Webcast: Deal Structure for Mergers and Acquisitions (CADMA15)
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Gain a significant competitive advantage by understanding how taxes affect M&A and divestiture transaction structures by examining the mechanics of M&A deals; the structures of taxable assets and stock acquisitions; triangular and reverse triangular mergers; practical issues in structuring and pricing; types of tax-free reorganizations; tax planning for divestitures; and key elements of purchase and sale documents.

12/9/2015
When: 12/09/2015
8:30 AM until 4:00 PM
Where: Webcast
Louisiana
United States
Presenter: Shewchuk, George


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Registration Fees
Members $275
Non-Members $375

CPE: 8 hours
Level: Intermediate
Vendor: CalCPA
Category: Taxation
Prerequisites: General understanding of ordinary income and capital gain taxation, as well as general knowledge of regular and S corporation structures.
Advanced prep: None

Who should attend: CPAs and financial professionals.

Changes in the transaction structure of merger and acquisition deals can significantly impact after-tax cash flows. Gain a significant competitive advantage by understanding how taxes affect M&A and divestiture transaction structures by examining the mechanics of M&A deals; the structures of taxable assets and stock acquisitions; triangular and reverse triangular mergers; practical issues in structuring and pricing; types of tax-free reorganizations; tax planning for divestitures; and key elements of purchase and sale documents.

Objectives

  • Identify the M&A process for private and public deals.
  • Determine the types of taxable acquisitions of C and S corporations.
  • Recognize the types of tax-free acquisitions of C corporations and the requirements for tax-free treatment.
  • Identify differences between the taxable sale of S and C corporations.
  • Calculate acquisition prices at which a seller (target) and an acquirer are indifferent about the various acquisition structures.
  • Recognize various types of taxable and tax-free divestiture methods (including equity carve-outs, spin-offs and tracking stock) and their tax consequences.
  • Determine the effect of the acquisition structure on the target firm's tax attributes.
  • Identify key sections of purchase and sale documents.


Major Topics
  • Mechanics and timelines of M&A deals
  • Structures of taxable asset acquisitions and stock acquisitions
  • Triangular and reverse triangular mergers
  • Structuring and pricing an acquisition
  • Tax-free reorganizations
  • Tax planning for divestitures
  • Key sections of purchase and sale documents


 

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