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In a purchase of stock, a. The bidder assumes only those liabilities that are expressly stipulated in the purchase-and-sale agreement. b. The bidder cannot pay

In a purchase of stock,

a.

The bidder assumes only those liabilities that are expressly stipulated in the purchase-and-sale agreement.

b.

The bidder cannot pay target shareholders using its own stock.

c.

The total consideration received by the targets shareholders is automatically taxable.

d.

The total consideration received by the targets shareholders is automatically non-taxable, that is, tax-deferred.

e.

The targets tax attributes may or may not transfer to the bidder, depending on how much of the targets shares the bidder purchases.

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