Structuring a deal as an asset sale may be beneficial to a seller in each of...

Structuring a deal as an asset sale may be beneficial to a seller in each of the following cases EXCEPT:

a)The seller can utilize existing NOLs

b)The buyer can make the seller indifferent between an asset sale and a stock sale through a higher purchase price

c)The seller can step-up its assets for tax purposes

d)All of the above

Expert Solution

The correct option is (b) The buyer can make the seller indifferent between an asset sale and a stock sale through a higher purchase price.

Since the seller can step up the asset value for tax purposes and also all Net operating Losses are only transferred to the seller and never to the buyer in a Mergers & Acquisitions transaction.

jeff jeffy answered 2 years ago

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