STATE TAX PLANNING

Corporate Transactional Analysis

We proactively analyze the state tax implications of the transaction steps planned to accomplish corporate acquisitions, dispositions, and integration in the most tax-efficient way. We scrutinize the federal tax treatment of each transaction step with a laser focus on the state and local tax conformity (filing method, treatment of intracompany transactions, etc.) to federal tax treatment. We scour for differences that can make a federal “tax free” transaction step taxable for state and local tax purposes.

Restructuring Analysis

We advise clients to develop a strategic plan to restructure business operations to achieve a more tax-efficient structure. We identify tax inefficiency by analyzing state and local tax filing positions, apportionment, tax attributes, uncertain tax positions, and valuation allowances. We develop recommendations to streamline the business structure to eliminate uncertain tax positions and avoid valuation allowances against tax benefits. Furthermore, we elevate the restructuring plan by maximizing the benefits of filing elections, apportionment methods, and tax attributes (NOLs, credits, etc.).

REPRESENTATIVE MATTERS

ACQUISITION & DIVESTITURE MATTERS

Acquisition of Financial

We advised a large financial services firm on the acquisition of a strategic target. We worked with our client to analyze the proposed steps to accomplish the acquisition for state and local tax implications. We subsequently analyzed the most tax efficient way to integrate the business to maximize the tax attributes of the target business.

Divestiture of Loss Business

We advised a large luxury retailer on the disposition of a loss business line to capture the benefit of the loss to offset profitable business lines. We were able to develop a plan to ensure the assets were utilized quickly and efficiently.

RESTRUCTURING MATTERS

Restructured Vertically Integrated Product Business

We analyzed the vertically integrated business from the harvesting of raw materials to wholesale of finished product. Reviewed the intracompany transactions to analyze the tax implications of operating in a multi-entity structure. Identified inefficiencies that created unnecessary tax liability and proposed structural changes to eliminate tax inefficiencies. Produced significant savings for the client.

Restructured Intercompany Debt

We reviewed the client's intracompany debt structure to identify tax inefficiencies related to the matching of income and expense. The evolution of the client's business operations resulted in the misalignment of the internal debt established to accurately match the income utilized to service the external borrowing. We established a plan to restructure the internal borrowing and a step-plan to achieve the desired result.