M&A Hot Topics & Happy Hour (Southfield, MI & Zoom)

When:  Mar 23, 2023 from 03:30 PM to 05:45 PM (ET)

M&A Hot Topics: Transaction Costs Ruling, Tax Impacts of Required R&D Capitalization, and More

Date: Thursday, March 23, 2023
Time: Presentation 3:30-4:45 p.m., Happy Hour 4:45-5:45 p.m.
Cost: Free to Attend
Location: Plante Moran's Southfield Office, 3000 Town Center, Suite 100, Southfield, MI 48075 (followed by happy hour at TBD location). Participation via Zoom available as well.


Please RSVP to Cody Attisha at Cattisha@kerr-russell.com. Please indicate whether you plan on attending via Zoom or in person. After registering, you will be sent a calendar appointment containing key information for the presentation.

Presentation overview

The presentation will address a number of M&A hot topics including recent ruling on the treatment of transaction costs and denial of late success-based fee election by a target, PLR 202308010. It will also cover the M&A and other business issues in light of the federal income tax requirement to capitalize of research and software development costs under Section 174 in 2022. This new requirement is causing dramatic impacts on business cash flows and on after-tax proceeds in M&A for businesses across industries including manufacturing, technology, and engineering. The new capitalization requirements have unique and surprising impacts on otherwise routine issues such as the gain on sale of assets/liquidation, tax basis in rollover transactions or other tax-free transactions, the use of tax attributes under Section 382, and partnership step-ups/income allocations. This new tax law also may necessitate specific language in purchase agreements and other legal documents that wouldn't otherwise be included.


Emily Murphy,
Partner, Plante Moran
Phone: 734-302-6904

Kurt Piwko,
Partner, Plante Moran
Phone: 586-416-4948