BW INSIGHTS

How Your M&A Escrow Can Go Wrong

In the world of M&A transactions, there is always a large debate between buyer and seller on proper security for certain liabilities that the buyer may experience after the closing. A solution very commonly used is to place a certain percentage of the purchase price into escrow with an escrow agent, such as a bank, to hold the money post-closing... Read More

Does Your Export Business Use an IC-DISC?

Authorized by Congress as an incentive to promote export sales, Interest-Charge Domestic Sales Corporations (“IC-DISCs”) function as a simple, inexpensive, and low-risk tax planning strategy. Basically, IC-DISCs provide significant permanent tax benefits and deferred tax savings opportunities for U.S. based export companies by in essence allowing... Read More

International Investment Considerations: CFIUS

When a foreign party is involved in the potential acquisition of or investment in a U.S. business, they are doing much more than just investing in the U.S. Transactions in which a foreign party is involved, may also bring along CIFUS compliance considerations. The Committee on Foreign Investment in the United States (“CFIUS”) is a federal... Read More

Annual Minutes - Are They Worth It? YES.

As we head into the end of the year, you are likely being bombarded with reminders of house-cleaning items you should address before the calendar turns over. Reviewing your insurance coverage, evaluating your healthcare options for next year, reviewing your retirement accounts, and scheduling time with your tax preparer are all important, and... Read More

What Questions Should I Ask Before Dry Leasing an Aircraft?

I am contacted routinely by individuals that are interested in dry leasing an aircraft for either business or personal use (or both). These individuals have made the decision that they are willing to accept the risks of a dry lease of an aircraft (as opposed to a charter), which includes the party leasing the jet (the “dry lessee”) assuming full... Read More

Considerations for Selling to an ESOP

An employee stock ownership plan (ESOP) is an employee benefit plan that allows employees to share in the ownership of the company they work for. The shares are held in a trust, established by the company, for the benefit of participating employees. Generally, a company forms an ESOP which then purchases stock from the existing owner(s) at fair... Read More

Iowa Legislative Session Concludes with a Late Tax Bill

This year’s Iowa legislative session finally concluded late last Tuesday night after going about five weeks longer than scheduled. In addition to the major tax changes passed early in the session, an explanation of which can be found here, one other tax-related bill passed through the House and Senate at the end. The bill resulted in being Senate... Read More

What Changes are Coming to the Iowa Tax Landscape and When?

On March 1, 2022, Iowa Governor Kim Reynolds signed into law House File 2317 (HF 2317), reshaping parts of the State’s tax regime, some of which the Governor touted in her response to President Biden’s State of the Union address later that day. The Governor’s statement on the tax reform bill (the Bill) can be found here. While most of the... Read More

NCAA Name, Image, and Likeness ("NIL") Policy Brings Opportunities and Legal Challenges for College Athletes

On July 1, the NCAA announced that college athletes can now benefit from their name, image, and likeness (“NIL”). This drastic shift in NCAA policy brings all sorts of previously unthinkable opportunities for college athletes; however, this new world also brings many areas of concern for athletes, particularly from a legal standpoint. Athletes who... Read More

Hart-Scott-Rodino Notification Thresholds Lowered for 2021

On February 1, 2021, the Federal Trade Commission (“FTC”) announced the new 2021 Hart-Scott-Rodino Antitrust Improvements Act of 1976 (“HSR”) notification thresholds. The FTC is required to annually update the HSR thresholds based on the change in gross national product. The new thresholds were published in the Federal Register on February 2,... Read More