CCH® TAX RESEARCH NETWORK ™
Featuring key works and expert Mergers & Acquisitions
guidance from Martin D. Ginsburg and Jack S. Levin,
combined with the speed and power of CCH Tax
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CCH Mergers & Acquisitions
Expert Library
An Exclusive Mergers & Acquisitions Resource
From the Industry’s Top Experts
Integrated Productivity Tools
Only the CCH Mergers & Acquisitions Expert Library has:
Expert-written, analytical and investigative content
from Jack S. Levin and Martin D. Ginsburg, the
industry’s leading authorities for in-depth, reliable
answers you can depend on.
Daily, customized news and a monthly review of the
latest taxes, trends and techniques keep you current
with important issues.
Thorough coverage of mergers and acquisitions issues,
“hot” topics and trends, current news and expert
references — all in one place.
MEET THE EXPERTS
Martin D. Ginsburg is Professor of Law at Georgetown University
Law Center in Washington D.C., and Of Counsel to the law firm of
Fried, Frank, Harris, Shriver & Jacobson, LLP. He has chaired the Tax
Section of the New York State Bar Association, the Committee on
Taxation of the Association of the Bar of the City of New York, and
the Committee on Simplification of the ABA Section of Taxation.
In addition, Mr. Ginsburg has served as a Member of the Advisory
Group to the Commissioner of Internal Revenue and the Advisory
Group to the Tax Division of the Department of Justice, and he is a
fellow of the American College of Tax Counsel.
Jack S. Levin is a senior partner in the international law firm of
Kirkland & Ellis LLP in Chicago and a lecturer at the University of
Chicago Law School and the Harvard Law School. He is past chair
of the ABA Subcommittee on Taxation of Corporate Distributions,
a former assistant to the Solicitor General of the United States for
tax matters, and a former member of the Executive Committee of
the Chicago Bar Association’s Taxation Committee. He is a graduate
of Harvard Law School (summa cum laude, first in a class of 500), a
CPA (winner of Illinois Gold Medal), and a fellow of the American
College of Tax Counsel.
The CCH Mergers & Acquisitions Expert Library on CCH Tax
Research NetWork is an integrated collection of key works by
Jack S. Levin and Martin D. Ginsburg, the nation’s top experts in
the area of mergers and acquisitions.
The CCH Mergers & Acquisitions Expert Library is the perfect
resource for sophisticated tax professionals who need expert guidance
— and who want to improve their efficiency and productivity at the
same time.
Mr. Levin and Mr. Ginsburg bring you their expert insights and lead
you through every aspect of mergers and acquisitions law — from
structuring winning transactions, to selecting the best business entity,
establishing venture capital or private equity funds, and growth-equity
investment and buyout. It’s all here in this exclusive library.
CCH’s reputation as the leading provider of the most comprehensive,
up-to-date and authoritative content goes back more than 90 years.
Combine this with the unparalleled guidance from Levin and
Ginsburg, and you’ve got unsurpassed coverage from the professionals
who know mergers and acquisitions best.
Because the content within the CCH Mergers & Acquisitions Expert
Library is integrated and designed to follow your particular workflow,
you’ll move easily from news to expert analysis and guidance.
CCH® SmartRelate™ - Links provide you with quick access to
related explanations from Tax Research NetWork documents.
Topic Navigator Tool - Instantly find topics of interest to you.
Organized by topic, rather than by publication, the Topic
Navigator gathers CCH content into a topically-organized
“map” that you can use to locate a particular topic and then
link directly to resources within Tax Research NetWork for
more information.
CCH® TAX RESEARCH NETWORK™
Mergers, Acquisitions, and Buyouts
by Martin D. Ginsburg, Esq., and Jack S. Levin, Esq.
This invaluable reference provides you with the deal-making
strategies that will ensure the best financial and tax benefits for
your clients. Mergers, Acquisitions, and Buyouts covers not only
the federal income tax aspects of acquisitions, but also the many
other aspects of corporate acquisitions, including state corporate
law, securities law, accounting, fraudulent conveyance law, HSR
antitrust reporting, and contract terms that are important in
negotiating, structuring and effectuating an acquisition.
Step-by-step guidance on every aspect of structuring a
winning transaction, including detailed coverage of the
pertinent topics that affect your clients:
Taxable vs. tax-free acquisitions
Double tax vs. single tax on sellers
Stepped-up basis vs. carryover basis for acquired assets
Deductibility of transaction costs
Deductibility of post-acquisition environmental cleanup
and asbestos removal costs
Allocating to non-compete covenants and other intangibles
Obtaining the benefits of NOLs and other tax attributes
Minimizing debt cancellation income, handling stock
options and other executive compensation
SEC considerations
…and more.
In-depth analysis of typical transaction permutations and
hundreds of real-life examples.
Easy-to-follow checklists and flow charts ensure that you
adhere to all the proper steps.
Well-written model agreements provide a complete document
geared to your clients’ particular interests.
Clauses tailored for, and tested under, various
individual situations.
Precise contract language to use for all the variations you
may encounter.
Structuring Venture Capital, Private Equity, and
Entrepreneurial Transactions
by Jack S. Levin, Esq.
This insightful resource covers the tax, SEC, corporate, and
other legal principles applicable to a series of entrepreneurial
transactions, utilizing venture capital or private equity (“VC/PE”)
financing, including:
A new business start-up
A growth-equity investment in an existing business
A leveraged buyout of a private or public company
Use of a flow-through tax entity, such as S corp, partnership,
or LLC, for a VC/PE deal, devising an equity-based executive
comp program
A restructuring (in or out of bankruptcy) for a troubled
over-leveraged enterprise
Devising an exit scenario for the successful VC/PE financed
enterprise (such as IPO, SEC rule 144 sales, or sale of
the company)
Utilizing the NOL of a troubled company after a
VC/PE investment
Forming a new VC/PE/LBO fund
CURRENT NEWS & TRENDS
The CCH Mergers & Acquisitions Expert Library is integrated
with the news services and publications and planning products
you need to stay up-to-date with the latest news, developments
and trends.
CCH® Tax Tracker News™ – CCH’s news service, delivered
daily via email and your own personalized web page, is fully
customizable, so you can pinpoint the issues that matter most
to you.
M&A Tax Report newsletter – offers a monthly review of taxes,
trends and techniques, keeps you up to date on new critical
developments in regulations and court bases with serious
implications for M&A practitioners. Every issue is filled with
analysis of recent court cases, IRS Revenue Rulings, spin-offs
and other transactions, IRS regulations, proposed regulations,
IRS announcements and notices, private letter rulings and
more. It also includes discussions of key details about
transactions currently in the press, creative new strategies the
IRS hasn’t yet addressed and other insightful information.
Also available for individual sale:
Mergers, Acquisitions, and Buyouts
Structuring Venture Capital,
Private Equity, and
Entrepreneurial Transactions
M&A Tax Report
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