M&A strategy: Tackling tax head-on for transaction readiness
Strategic alternatives gain momentum, increasing the need for transaction readiness
A well-planned M&A deal strategy has many components and taxes can play a huge role when it comes to transaction readiness. Assessing these potential tax implications early in the deal process can unlock value, streamline due diligence, and enhance deal structures — giving companies a competitive edge. Whether buying, selling, restructuring, or integrating, there are several questions dealmakers can ask to provide insights for financial efficiency and mitigate costly surprises.
Our 2025 M&A Trends report “A time to pivot" reveals an optimistic M&A market for the year ahead and suggests there is building momentum as many companies embrace restructuring and transformation initiatives. Acquisitions and alternative deals such as joint ventures, IPOs and alliances continue to remain strong while divestitures have slowed in recent years. This optimism in M&A activity may signal a greater need for transaction preparedness. What are some tax considerations and impacts that companies should factor when assessing a deal?
“In our view, pivots have been one of the major M&A stories of the past few years. To some degree, M&A leaders have had to react and adapt continuously given the supply chain, pandemic, economic, and geopolitical shocks of the early 2020s.”
- Deloitte 2025 M&A Trends Survey
Buy-side
Before acquiring a target Company, business leaders should understand the overall historical tax risk profile of the target Company and how to obtain contractual protection for historical tax risks. It’s also important to consider how the acquisition could impact future tax planning and whether any potential tax attributes or step-up in tax basis are available that may impact the deal. Below is a sample of high-level questions that dealmakers should consider: Click on each question to learn more
Sell-side and reorganizations
In the case of a divestiture or reorganization, addressing taxes early in the transaction process may allow for strategic and administrative advantages that can help enhance after-tax cash proceeds, mitigate tax risks, and reduce disruptions to other workstreams throughout the deal. Below is a sample of high-level questions that dealmakers should consider: Click on each question to learn more
Turnaround & restructuring
For companies that are underperforming and facing financial distress, it’s important to understand the critical actions that can be taken early to preserve value and manage risk. Proactive tax planning throughout the restructuring life cycle can lead to future tax savings, enhanced financial stability, tax and operating efficiencies, and margin improvement. Below is a sample of high-level questions that dealmakers should consider: Click on each question to learn more
Post-merger integration
Executing a successful M&A transition requires a proactive tax strategy that is ready to deliver on Day 1 compliance, tax planning, and departmental needs. It’s important to address potential issues or opportunities that were identified during diligence to create synergies and enhance long-term value. Below is a sample of high-level questions that dealmakers should consider: Click on each question to learn more
Buy-side services
Deloitte’s M&A Tax Services professionals provide corporate clients and private equity investors with a spectrum of buy-side tax advisory services. Our multifunctional approach teams M&A professionals with industry and technical specialists. We analyze and quantify industry, country, and deal-specific tax risks and opportunities—providing you with critical insights that may impact your investment thesis.
Sell-side and reorganizations services
Deloitte's M&A Tax Services professionals assist clients through the life cycle of the divestiture/separation process or a reorganization (e.g., spin-off transaction, initial public offering, etc.)—addressing tax and operational issues, analyzing structural considerations, planning for tax efficiencies, and identifying tax risk mitigation strategies. Regardless of the nature, size, and complexity of the transaction, we can assist you throughout a divestiture or reorganization—from readiness through execution.
Turnaround and restructuring services
Deloitte’s Turnaround & Restructuring tax professionals deliver value-add services when analyzing and planning for the tax consequences of a restructuring while building a framework that allows for future tax and operational efficiencies. We assist companies that may be assessing loss utilization, raising capital, acquiring a distressed company, restructuring debt, planning a divestiture, or even facing bankruptcy as they face both challenges and opportunities to manage risk and preserve, enhance, and create value through proactive tax planning.
Post-merger integration services
Mergers and acquisitions are executed frequently, but not always efficiently. Tax departments are a critical component of the M&A integration process. Deloitte’s Post-Merger Integration Services help companies that are designing and building the tax structure of newly merged organizations. We can help you identify synergies and potential gaps while establishing tax-efficient operations moving forward.
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