Question
1.Aggie Corp., a Las Cruces based digital marketing company, would like to buy a competing marketing company, Miner Corp. The competitor, while not as profitable,
1.Aggie Corp., a Las Cruces based digital marketing company, would like to buy a competing marketing company, Miner Corp. The competitor, while not as profitable, has some redeeming qualities.
a.To limit the tax burden on the Minor Corp. shareholders and to limit the liability to the Aggie Corp. shareholders, Aggie Corp. is setting up a subsidiary for Minor Corp. to merge into, Anthony Corp. In the transaction, (i) Aggie Corp. will pay Minor Corp. shareholders, (ii) Aggie Corp. will own 100% of Anthony Corp., and (iii) Minor Corp. will merge into Anthony Corp. What type of business combination is this?
b.To limit the tax burden on the Minor Corp. shareholders and to limit the liability to the Aggie Corp. shareholders, Aggie Corp. is setting up a subsidiary for to merge into Minor Corp., Anthony Corp. In the transaction, (i) Aggie Corp. will pay Minor Corp. shareholders, (ii) Aggie Corp. will own 100% of Minor Corp., and (iii) Anthony Corp. will merge into Minor Corp. What type of business combination is this?
c.To limit the liability to the Aggie Corp. shareholders, Aggie Corp. is only purchasing certain assets of Minor Corp. In the transaction, (i) Aggie Corp. will pay Minor Corp. for specific assets, and (ii) the Minor Corp. shareholders will still own Minor Corp. What type of business combination is this?
d.To obtain full ownership of all assets and liabilities of Minor Corp., Aggie Corp. purchases all of the shares from Minor Corp. shareholders. In the transaction, (i) Aggie Corp. will pay Minor Corp. shareholders for the shares and (ii) Aggie Corp. will own 100% of Minor Corp. What type of business combination is this?
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