Tax consequences are a crucial factor in structuring M&A deals. Deal counsel advising buyers and sellers must understand the tax ramifications of a planned transaction at the outset to negotiate and document the deal in the most tax-efficient manner possible.

Practitioners must evaluate the benefits and risks of a stock sale versus asset sale in determining whether to structure the deal as a taxable or tax-free transaction or reorganization. Counsel must also weigh the tax implications involved in structuring earnouts and other deferred payments in connection with an M&A transaction.

COVID-19 has created uncertainty for prospective buyers and sellers which may impact deal structuring and have tax ramifications. The CARES Act includes tax provisions which may also affect the tax planning around M&A transactions.

Wilson Sonsini partner David (Dave) Strong joins Alan Schwartz, Partner at Holland & Knight and Gordon Warnke, Principal in Charge at KPMG US, for a webinar discussion examining current market trends and related tax developments arising in the COVID-19 deal environment, including: (i) common transaction types; (ii) typical consideration packages (including earn-outs / price protection); and (iii) an overview of related general tax considerations and CARES Act considerations. The panel will also briefly discuss the potential for future tax reform, depending upon the outcome of the upcoming Presidential election.

The panel will review these and other key issues:

• Market trends and related tax considerations which have surfaced in the wake of the COVID-19 pandemic
• Common deal terms and contractual provisions in today's deal environment, and tax ramifications to consider
• Recent transactions of interest.

Note: This is a live 90-minute premium CLE webinar with interactive Q&A. CPE credit is not offered on this program.