Navigating Tax Issues in M&A Transactions: Key Considerations for Buyers and Sellers, Tax Planning, Pitfalls to Avoid
International Tax and Transfer Pricing, NOLs and R&D Tax Credits, State Taxes, Stock vs. Asset Sales, Step-up Elections
Recording of a 90-minute premium CLE/CPE video webinar with Q&A
This CLE/CPE webinar will guide counsel and tax professionals on key tax provisions that could substantially affect the structuring, pricing, and financing of mergers and acquisitions. The panel will discuss applicable tax provisions under current tax law, tax-related aspects of M&A negotiations requiring careful considerations, and best practices to avoid tax pitfalls.
Outline
- Tax diligence role in M&A transaction and review of agreements from tax perspective
- Transaction structuring in C-corporation including any consideration of Section 338 election
- Transaction structuring of foreign corporation and post-transaction integration
- Asset vs. stock sale and sale of partnership interest and potential withholding tax
- Miscellaneous issues
Benefits
The panel will review these and other issues:
- Challenges for structuring M&A transactions under current tax law
- Key tax considerations for M&A negotiations and structuring
- Tax issues associated with targeting U.S. companies with foreign subsidiaries or assets
- Immediate expensing of costs of property under current tax law and sales structure
- The sale of a partnership interest and potential withholding tax
- Best practices for M&A counsel
Faculty
Surbhi Bordia
Partner
Armanino Advisory
Ms. Bordia has over 15 years of extensive public accounting experience on addressing various complex transaction tax... | Read More
Ms. Bordia has over 15 years of extensive public accounting experience on addressing various complex transaction tax and international tax issues. She has assisted several clients on transaction tax related matters including but not limited to taxable and non-taxable U.S. and cross-border reorganizations, liquidations, redemptions, spin-offs, dispositions, debt restructurings, due diligence projects and in application of consolidated return regulations. Ms. Bordia has hands on experience in international tax restructuring, IP migration planning, legal entity rationalizations and integrations post mergers and acquisitions. Her areas of expertise include but is not limited to GILTI, BEAT, FDII, anti-hybrid rules, foreign tax credit, subpart F, withholding tax, investment in US property, FX gains and losses, treaty related issues, outbound transfers, permanent establishment and profit attribution rules etc. Before joining Armanino, Ms. Bordia worked at PwC, KPMG and Deloitte. She received her MBA at Haas School of Business at UC Berkeley, International Tax Certificate from Golden Gate University, Masters in Business and Bachelor of Commerce from Jai Narain Vyas University, India.
Brianne N. de Sellier, CPA, J.D., LL.M.
Partner
Crowe
Ms. de Sellier is a partner in the Washington national tax office at Crowe, where she provides federal tax consulting... | Read More
Ms. de Sellier is a partner in the Washington national tax office at Crowe, where she provides federal tax consulting services on a variety of corporate and M&A tax matters. She has more than 12 years of corporate tax experience and is focused on providing services in the areas of mergers and acquisitions, consolidated return regulations and debt modifications/restructuring. Ms. de Sellier regularly provides thought leadership through speaking at conferences, published articles, and leadership roles in external industry organizations and technical advisory councils. She has also appeared as a network television analyst with commentary featured on CNN, HLN, and ABC, including Good Morning America.
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