Category: M&A & Corporate

  • Sell-Side Tariff Preparation

    Sell-side tariff preparation for target companies preparing for sale. Compliance cleanup, refund opportunity capture, audit posture.

  • Tariff Exposure as M&A Deal Term

    Tariff exposure as M&A deal term. Representation and warranties, disclosure schedules, escrow arrangements.

  • QofE Schedules and Tariff Costs

    Quality of Earnings (QofE) schedules and tariff costs. EBITDA adjustments, run-rate tariff modeling, deal valuation impact.

  • Earnouts and Tariff Exposure

    Earnouts and tariff exposure. EBITDA volatility from tariff changes, earnout protection, definition adjustments.

  • Carve-Out Tariff Considerations

    Carve-out and spinoff tariff considerations. New importer setup, broker engagement, USMCA qualification transition.

  • Tariff Representations and Warranties in M&A

    Tariff R&W structure for M&A deals. Common reps, exceptions, survival periods, materiality scrapes.

  • Post-Close Tariff Integration

    Post-close tariff integration. Broker consolidation, classification harmonization, USMCA program integration.

  • Asset Sale vs Stock Sale Tariff Implications

    Asset vs stock sale tariff implications. IOR continuity, drawback rights transfer, USMCA Certificate validity, audit history.

  • Successor in Interest in Customs

    Successor in interest customs procedures. CBP recognition, drawback rights transfer, USMCA continuity, audit history.

  • PE Portfolio Tariff Review

    PE portfolio tariff review across multiple companies. Standardized assessment, opportunity identification, value creation.