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Mergers and Acquisitions—Tax
All transactions—whether mergers, acquisitions, joint ventures, equity investments, or divestitures—involve complex issues that require the dedicated attention of experienced professionals. When those deals involve companies with global operations, the additional range of considerations is even more daunting. Deloitte can assist and provide advice in effectively navigating the myriad of tax, accounting, legal, regulatory, cultural, and labor issues in cross-border transactions to help manage compliance risks and potentially enhance returns.
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- Deal structuring and due diligence
- Sell-side services
- Post transaction services
- Restructuring and bankruptcy services
Deal structuring and due diligence
Deloitte’s M&A professionals provide corporate clients and private equity investors with a spectrum of tax advisory services. Our multifunctional approach teams M&A professionals with industry and technical specialists. We analyze and quantify industry, country, and deal-specific tax risks and opportunities; analyzing asset quality; and potential hidden costs, contingencies and commitments and help to develop negotiating positions. We suggest alternative tax approaches and prepare formal memoranda that illustrate the effects of various alternatives on future cash flows and earnings.
Sell-side services
We help analyze potential tax, accounting, labor, operational, and system issues before going to the market. We work with clients to analyze whether the transaction structure is in line with company strategy, and help quantify the strategic value of tax risks and opportunities. We perform pre-sale due diligence including analysis of tax financial and regulatory matters, review of compensation-related agreements, and analysis of information quality. We also know that the tax considerations of a deal can be simple or complex and will vary depending on the nature of the deal. We can assist and advise clients regarding estimated gains and losses, analyze the allocation and preservation of tax attributes, and explore options for clients’ requiring cash proceeds from the deal.
Post transaction services
For both acquisitions and separations, our teams provide a holistic approach that can help tax departments address their Day 1 readiness needs as well as its longer term requirements. This includes advising on a variety of tax issues, such as regulatory, tax strategy and compliance matters; simplifying corporate tax structures, especially where overlapping legal entities arise; harmonizing accounting methods; and merging tax systems, processes, and departmental personnel. We work with the tax function to explore tax matters that arise as part of the company’s overall merger synergy objectives, whether those arise in supply chains, sales force organization, back-office operations, or other areas.
Restructuring and bankruptcy services
We work with financially challenged companies by analyzing relevant tax issues and financial considerations, assisting in evaluating restructuring options, while building a framework allowing for future tax and operational efficiencies. Our professionals have extensive experience working with debtors, creditors, and creditor committees with respect to both in–court and out-of-court restructurings. We also work closely with clients’ other professional advisors.
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