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DarrowEverett LLP

The New QSBS Landscape: Estate Planning & Corporate Strategies

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On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA” or “the Act”) became law and ushered in the most significant changes to the Qualified Small Business Stock (“QSBS”) regime in more than a decade. These changes—codified...more

Paul Hastings LLP

Private Company Report: Q2 2025

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This edition of the Private Company Report highlights critical updates and regulatory changes affecting private companies, including the expansion of Qualified Small Business Stock tax benefits under the One Big Beautiful...more

Holland & Knight LLP

A Look at Transfers of Section 1202 Qualified Small Business Stock

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Section 1202 of the Internal Revenue Code provides that noncorporate taxpayers may exclude certain gains on the disposition of Qualified Small Business Stock (QSBS) held longer than the minimum required holding period. One...more

Rivkin Radler LLP

Three Big Beautiful M&A Takeaways

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It hasn’t taken long for the business world to start unpacking the implications of the newly passed One Big Beautiful Bill Act (OBBBA). While media coverage has mostly centered on its impact on individual taxpayers and the...more

Holland & Knight LLP

AbbVie's Tax Triumph: Breaking Free from Capital Loss Limitations

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In a significant win for taxpayers, the U.S. Tax Court recently ruled in AbbVie Inc. v. Commissioner, Docket No. 2597-23, that a $1.6 billion "Break Fee" paid by AbbVie qualifies as an ordinary and necessary business expense...more

Herbert Smith Freehills Kramer

Earnout structures: Bridging valuation gaps in M&A – beware the tax complexity

With an observable increase in the use of earnout and contingent consideration structures in M&A, it is timely to consider the related tax complexity. In brief Our recent Private M&A Report highlights a rise in the use of...more

Lowenstein Sandler LLP

Section 280G Unpacked: Pitfalls and Planning for Tech Startups

In this episode of Just Compensation, Megan Monson and Jessica I. Kriegsfeld talk to Anthony O. Pergola, Vice Chair of Lowenstein’s Emerging Companies & Venture Capital practice group, about the complexities and challenges of...more

Sullivan & Worcester

Remediation of M&A REIT Targets (UPDATED)

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The past is prologue: Do REIT qualification issues close with tax years, do they persist for ten (10) years (being the sum of five (5) years on account of the Section 856(g)(3) “lock out” plus another five (5) years of...more

Ankura

Navigating Change: How 2025 Tax Changes Could Affect M&A Dynamics

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In the merger and acquisition (M&A) landscape, it is crucial to consider factors beyond the transaction itself, as the 2025 calendar year is already underway. Evaluating how potential 2025 tax changes and any changes beyond...more

Farrell Fritz, P.C.

M&A Tax Concepts: What is a “Gross-up Payment,” and Why Does It Matter?

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Buying or selling a business is an exciting experience, and potentially lucrative opportunity for all parties. Most often, during the letter of intent / early negotiations phase, a “deal” is struck based primarily on economic...more

Allen Barron, Inc.

What is an Integrated Business Services Partner?

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What is an integrated business services partner, and why is the integration of these important areas of expertise essential to your company's success?...more

Opportune LLP

The Tax Factbook: A Useful Tool in a Seller’s Arsenal

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The current administration’s pro-domestic energy policies indicate an increase in M&A activity in the energy industry in 2025. As a result, sellers will be looking to find cost-effective and useful ways to maximize deal...more

Bennett Jones LLP

Turning Losses Into Gains: Private Equity Tax Strategies With Distressed Businesses

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Private equity (PE) firms play a critical role in revitalizing struggling businesses by providing, among other things, financial support and operational expertise. PE transactions are often driven by a combination of...more

Husch Blackwell LLP

IRS Cutbacks May Impact Healthcare M&A Transactions

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Kevin’s practice involves guiding clients through the complexities of federal, state, local and international taxation. Kevin routinely advises business entities, tax-exempt organizations and high net worth individuals on a...more

Barnea Jaffa Lande & Co.

Knesset Committee Approves Bill Easing Tax Relief in Restructuring

The Knesset Finance Committee approved a draft bill for second and third readings to ease the conditions for tax relief during corporate restructuring. The bill was first published in the initial draft bill within the tax...more

Ankura

The Critical Importance of Tax Due Diligence in Modern Business Transactions

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In today's complex and ever-evolving business landscape, tax due diligence has emerged as a critical component of financial analysis and risk management in mergers, acquisitions, and other significant business transactions....more

Troutman Pepper Locke

The Demystification of Employee Retention Credits for Private Equity Deals — PE Pathways Podcast

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In this episode of PE Pathways, Thao Le, Jeremy Levy, and Tom Gray discuss the intricacies and implications of employee retention tax credits (ERCs) for private equity and M&A transactions. While ERCs were created in response...more

Mayer Brown

Post-Merger IP Integration: Reducing Global Tax and IP Risks

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AT A GLANCE - Post-merger IP integration poses critical tax and IP risks, which require a pre-closing assessment to mitigate. In this Legal Update, James R. Ferguson describes the tax and IP risks arising from post-merger...more

Alston & Bird

Plan in Advance: Deferred Revenue Tax Considerations in M&A Transactions

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Our Federal Tax Group discusses the tax treatment of deferred revenue or advance payments in M&A transactions. The tax treatment of deferred revenue differs from the treatment for financial accounting purposes....more

Cadwalader, Wickersham & Taft LLP

Treasury and IRS Release Proposed Corporate Alternative Minimum Tax Regulations

On September 13, 2024, in the Federal Register, the Treasury and IRS published proposed regulations implementing the corporate alternative minimum tax (“CAMT”).  Its 182 pages (including 62 pages of preamble) describe a...more

McDermott Will & Schulte

[Event] Tax Symposium 2024 - May 14th - 15th, Chicago, IL

Discover the latest global developments and planning opportunities to stay ahead of the curve at McDermott’s Tax Symposium 2024. Join us in Chicago for a full day of programming designed to equip corporate tax leaders with...more

Miller Nash LLP

Today in Tax: Tax Proposal Could Shake Up M&A For Corporations With Preferred Stock

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Brief commentary on the recent developments, cases, rulings, notices, and related federal tax guidance. Biden Administration Budget Proposal May Limit Tax-Free Reorganizations for Corporations with Preferred Stock...more

Proskauer Rose LLP

UK Tax Round Up - September 2019

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Case Law Developments - Place of supply for VAT purposes - The recent case of American Express Services Europe Limited (AESEL) v HMRC is a useful reminder of the well-established two-stage approach to determining the...more

Fenwick & West LLP

Proposed Section 382 Regulations Raise International Tax Issues for Post-Acquisition Restructuring

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The new regulations proposed in September under Section 382(h) regarding built-in-gain raise several international tax issues that companies planning for post-acquisition integration of loss corporations should be aware of....more

Skadden, Arps, Slate, Meagher & Flom LLP

IRS Proposes New Section 382 Regulations To Further Limit Use of Tax Losses

On September 9, 2019, the Treasury Department (Treasury) and the Internal Revenue Service (IRS) proposed regulations (proposed regulations) addressing items of income and deduction that are included in the calculation of...more

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