Tax Planning and Strategies for Mergers & Acquisitions ...

Tax Planning and Strategies for

Mergers & Acquisitions

July 26, 2007

Offices of Mayer, Brown, Rowe & Maw LLP

71 S. Wacker Drive, Chicago, IL

Internal Revenue Service Circular 230 Notice

This presentation is not intended or written by Mayer, Brown, Rowe &

Maw LLP to be used, and cannot be used, by any taxpayer for the

purpose of avoiding tax penalties that may be imposed on the taxpayer

under U.S. tax law. This presentation was written for informational

purposes only and does not constitute tax advice to an taxpayer with

respect to any of the matters discussed herein.

Tax Considerations in Buying and Selling

Non-US Subsidiaries

Speaker: Tom Bottomlee

2

Common Fact Pattern

U.S.

Corporate

Seller

Stock & Assets

U.S.

Corp Buyer

(or FS of USB)

100%

Other

Assets

CFCs

3

Agenda

? Acquisition Structure

? Seller considerations

? Buyer considerations

? Mechanics of Section 1248

? Mechanics of Section 338(g)

? Miscellaneous topics

4

 ................
................

In order to avoid copyright disputes, this page is only a partial summary.

Google Online Preview   Download