Instructor
Nick Preusch
Instructor
Nick Preusch's, CPA, JD, LLM, primary focus is performing tax services for high wealth individuals and mid-to-large business entities. His responsibilities include tax research related to complex business transactions and tax return preparation and review. Nick also works closely with businesses to find tax efficiencies through ever-changing tax legislation.
Nick is an IRS attorney at the IRS National Office in Washington, DC, where he was the lead attorney for several significant tax ethics cases. He is a licensed attorney in New York and a certified public accountant in Virginia. Nick earned an LLM in Taxation from Georgetown University, a JD from Case Western Reserve University, and an MS in Accounting from the University of Connecticut.
Whether a business changes hands through a stock sale or an asset sale can dramatically change the after-tax result for both sides of the transaction. This course compares the tax consequences of stock and asset transactions from both the buyer’s and the seller’s perspective. Participants will analyze basis step-ups, depreciation implications, purchase price allocation rules, and elections under §§338 and 336(e). Case studies illustrate negotiation considerations and after-tax outcomes, helping practitioners advise clients on how to structure a transaction.
1. Compare tax consequences of stock versus asset sales
2. Analyze purchase price allocation and basis step-up effects
3. Determine when §§338 and 336(e) elections may be beneficial
4. Identify buyer and seller planning objectives
5. Determine post-transaction compliance and reporting requirements
• Overview of stock and asset transaction structures
• Buyer and seller tax consequences
• Purchase price allocation and basis adjustments
• Elections under IRC §§338 and 336(e)
• Negotiation and planning considerations
• Post-transaction compliance and reporting
Working knowledge of federal income taxation of business entities, including basis and depreciation concepts.
None
CPAs and tax professionals involved in the world of tax.