Mergers, Acquisitions, and Buyouts gives practitioners the information, analysis and hands-on skills to successfully structure deals that ensure the greatest financial and tax benefits for your clients. This unsurpassed reference covers not only the federal income tax aspects of acquisitions, but also the many other aspects of corporate acquisitions, including state corporate law, securities law, accounting, fraudulent conveyance law, antitrust reporting, and contract terms that are important in negotiating, structuring, and effectuating an acquisition.
Step-by-Step Guidance on Every M&A Topic
Ginsburg and Levin go step by step through every aspect of structuring a winning transaction. Included is detailed coverage of such vital topics as:
- taxable vs. tax-free acquisitions
- double tax vs. single tax on sellers
- stepped-up basis vs. carryover basis for acquired assets
- deductibility of interest on amounts borrowed to pay for an acquisition
- allocating to covenants not to compete and other intangibles
- obtaining the benefits of NOLs and other tax attributes
- handling stock options and other executive compensation
- SEC considerations
- and more.