Peter Faber, will be presenting on 'State and Local Tax Issues in Corporate M&A Transactions.' This panel will discuss state and local tax issues that arise in corporate transactions with particular emphasis on IRC Section 338(h)(10) sales and tax-free reorganizations and spin-offs; potential pitfalls and planning opportunities will be discussed.
Stephen Wells will be presenting on 'Current Issues in Divisive Strategies – Spin-Offs.' This panel will discuss tax-free spin-offs, split-offs and split-ups under Section 355; analysis of issues in innovative divisive transactions; developing IRS/Treasury views on no-rule policy; changes in administrative practice; evolving techniques for leveraged distributions; unresolved interpretive issues under Sections 355(d) and (e); cash-rich split-offs; restructuring issues for spin-offs.
ABOUT THE EVENT
This three-day program will focus on the tax issues presented by the entire spectrum of modern major corporate transactions, from relatively simple single-buyer acquisitions of a division or subsidiary to multi-party joint ventures, cross-border mergers, and complex acquisitions of public companies with domestic and foreign operations, including spin-offs and other dispositions of unwanted operations. Evolving techniques for structuring, financing, and refinancing corporate turnovers and other activities will be emphasized, with particular attention being paid to consolidated return issues, to financially troubled businesses, to the role of new financial products and the effects of the evolving economic substance and business purpose doctrine, and to selected current issues in mergers and acquisitions, including the effects of the recently issued Section 385 and Section 7874 regulations.