Croke Fairchild specializes in the complexity of middle-market transactions and provides practical tax advice to support our clients’ deals.

Croke Fairchild represents clients in a variety of business and tax matters. We develop and implement creative yet pragmatic tax-sensitive strategies and solutions for complex mergers, sales and acquisitions, joint ventures, cross-border transactions, reorganizations, fund formations, sponsor led private equity financing rounds, and real estate transactions. Our practice includes:

  • Structuring transactions to add after-tax value and meet business objectives
  • Adopting wholistic transactional approach that considers entity and individual, income and employment, state and federal tax obligations
  • Negotiating tax indemnities, tax representations, tax sharing agreements, and other tax-related aspects of mergers and acquisitions
  • Ensuring tax-free issuance of incentive equity
  • Minimizing state and local income tax costs of merger and acquisition transactions
  • Positioning companies to take advantage of qualified small business stock (“QSBS”) benefits under Code Section 1202
  • Effecting tax-free rollover transactions and utilizing non-recognition provision to the Code to enable tax-free restructurings
  • Maximizing opportunities for basis step-ups in acquisitions and joint ventures
  • Pre- and Post-transaction planning
  • Performing due diligence on target entities
  • Business entity selection
  • Private equity fund formation
  • Intercompany transfer pricing
  • Evaluating executive compensation payments under Code Sections 280G and 409A