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52 Tax Management Memorandum 419
Reprinted with permission from Tax Management Memorandum
On May 19, 2011, the Internal Revenue Service and the Treasury Department published final Treasury regulations that are designed to shut down what have become known as "Killer B" transactions. These transactions oftentimes involve a foreign subsidiary purchasing stock or securities of its domestic parent corporation in exchange for property, and thereafter exchanging the parent corporation stock or securities for the stock, securities or property of a foreign target corporation in a triangular reorganization.
In the article "A Gambit Vanquished: The Rise and Fall of the 'Killer B,'" Sutherland Tax Attorneys William R. Pauls and H. Karl Zeswitz Jr. explore the technical underpinnings of a "Killer B" transaction, examine the guidance that set the stage for the issuance of the final Treasury regulations and offer a critique of those regulations. To read their article, which was published in the October 10, 2011, issue of Tax Management Memorandum, click here.