Which of the following is not true about M&As and taxes?

1. Tax considerations and strategies are likely to have an important impact on how a deal is structured.
2. Tax factors are likely to affect how the combined firms are organized following closing.
3. Transactions may be either partly or entirely taxable to the target firm's shareholders or tax-free.
4. Most taxable transactions are taxable because they fail to satisfy the continuity of business enterprise condition.
5. Potential tax savings are seldom the primary motivation for an acquisition or merger.