Taxable acquisitions

  • Advising and performing due diligence;
  • Structuring and drafting many asset acquisitions and allocating the purchase price on both the purchaser and seller under 1060 allocation procedures;
  • Martin Ice Cream Co. and allocating up to eighty percent (80%) to personal goodwill;
  • Structuring and drafting stock acquisitions;
  • Utilizing contingent consideration within installment sales;
  • Advising on stock transactions treated as assets acquisitions under 338 (and general desire of NOL), 338(h)(10) (eligibility, consequences, desirability) and 336(e);
  • Qualified Small Business Stock under 1202;
  • Determining whether to structure for stepped-up basis, allocating basis and other capitalizable costs among target’s assets and amortizing intangibles;
  • Payment for goodwill (personal and business), services and non-compete; and
  • Assisting in characterizing acquisition expenses.