Transaction Structures: How to Structure a Transaction to Minimize Tax Implications

Structuring a business sale transactions can affect the cash flow from a potential sale as well as the taxes that would be paid on a sale. The structure ultimately affects the value a buyer is willing to pay or a seller is willing to accept for a transaction. In this presentation you will learn about how the structure of a transaction could affect the ultimate cash flow a seller receives and impacts the price the parties negotiate.

• After this session attendees will learn:
• Options for Transaction Structure
• Outline various options for structuring transactions (stock, asset, earn-out, etc.)
• Impact of contingent liabilities (lawsuits, environmental, etc.)
• Earn-outs – Considerations and impact on value
• Non-compete and consulting agreements
• Personal Goodwill
• The value of stock as acquisition consideration and related risk
• Employee benefits and management compensation Tax Issues in Purchase and Sale Transactions and Impact on Value
• Overview of tax considerations in transactions
• Asset allocation: Impact on Tax considerations and cash flow
• Choice of entity and impact on taxes and value
• Personal Goodwill and benefits in different transaction Structures