Equity Rollovers in M&A Transactions: Negotiating and Structuring Rollovers, Tax Considerations for Buyers and Sellers

The seller equity rollover is favored in private equity mergers and acquisitions. The technique aligns management with the new company and signals the seller's confidence in the acquired company to prospective buyers.

Rollovers are typically structured as an exchange by the seller of part of its equity for common or preferred equity, resulting in a reduction in the cash purchase.

When properly structured, the rollover can be a tax-deferred transaction for the seller. Counsel must understand the tax treatment in these deals to achieve the desired tax outcomes for the parties.

Listen as our authoritative panel of practitioners guides you through seller equity rollovers in M&A deals. The panel will look at current trends in transactions with rollover equity, the rights and obligations of each party, and tax considerations for both buyers and sellers.