Triangular mergers

Tax-free reorganizations are often structured as triangular reorganizations, which involve use of a subsidiary to acquire the target corporation. There are five types of triangular reorganizations ( Reg. §1.358-6(b)(2)): (1) triangular B reorganizations; (2) triangular C reorganizations; (3) triangular G reorganizations; (4) forward triangular mergers (the acquiring corporation uses the stock of its parent to acquire substantially all the properties of the target corporation); and (5) reverse triangular mergers (parent stock is used to acquire the target corporation, but an acquisition subsidiary of the parent merges into the target, and the target becomes an 80-percent-owned subsidiary of the parent).

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