July/August 2011

This Month in M&A

This Month's Features:

  • Section 355 monetization transaction (PLR 201123030)
  • Third Circuit affirms Schering-Plough swap transaction decision (Merck & Co., Inc. v. U.S.)
  • Final section 956 regulations address basis of United States property acquired by a CFC in certain nonrecognition transactions
  • Final regulations on automatic extensions of time to file returns for partnerships, trusts, and estates and for pension excise taxes
  • Series of transactions treated as a single Section 368(a)(1)(F) reorganization that does not give rise to an indirect stock transfer under section 367(a) (PLR 201122002)
  • Spinoff transaction not integrated with contemporaneous contribution of property to distributing corporation (PLR 201123022)
  • Spinoff transaction not disqualified or recharacterized as a result of subsequent distribution of controlled corporation (PLR 201123025)
  • Section 338(h)(10) election where target was retained by shareholders and common parent was sold to a third party (PLR 201126003)
  • Merger qualifies as reorganization despite not meeting requirements of section 368(a)(2)(E) (PLR 201126006)
  • Dividend treated as separate and apart from spinoff transaction (PLR 201126010)


This Month in M&A archive