M&A Dealbreakers: Uncovering Potential Fraud Before It’s Too Late

At a glance: Understanding the risk: M&A transactions require extensive due diligence, but the customary due diligence process does not always identify the full scale of potential fraud and regulatory compliance risks. Know the stakes: Uncovering potential fraud too late can lead to complicated legal disputes and may be detrimental to your company’s reputation. Be proactive: Don’t close…

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Cross-Border M&A: Section 338(g) Elections After TCJA

At a glance The main takeaway: Subject to certain requirements, U.S. corporate taxpayers who acquire stock of a foreign corporation often make a section 338(g) election for advantageous U.S. federal income tax outcomes. Impact on your business: A section 338(g) election has different implications for buyers and sellers after the Tax Cuts and Jobs Act (TCJA). Next…

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When and How to Share Data in an M&A Transaction

If you’re in the finance sector, you’re likely familiar with Eugene Fama’s Efficient Market Hypothesis (EMH), an investment theory whereby share price reflects all available information. The more transparent the information, the more closely the transaction price reflects fair value. In this ideal world, neither party holds an advantage over the other, and consistent excess…

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