Mergers & Acquisitions-Complete Guide to Relevant Issues Webcast [MERG]

Subject:

Nov 18, 2026
Time: 07:00am-10:30am
Taxation

Credit Hours:

4.00

Price:

Member: $185.00
Non-member: $255.00

Discussion Leader:

Arthur Joseph Werner, J.D., M.S.

Arthur Joseph Werner, JD, MS (Taxation), is the president and is a shareholder in the lecture firm of
Werner-Rocca Seminars, Ltd. Mr. Werner’s lecture topic specialties include business, tax, financial and
estate planning for high net worth individuals. In addition, Mr. Werner is a former adjunct professor of taxation in the Master of Science in Taxation program at the Philadelphia University. Mr. Werner received his B.S. in Accounting and his M.S. in Taxation from Widener University. He holds a J.D. in Law from the Delaware Law School. Mr. Werner lectures extensively in the areas of Estate Planning, Financial Planning, and Estate and Gift Taxation to Certified Public Accountants and Financial Planners and has presented more than 3000 eight-hour seminars over the past twenty-five years as well as numerous webinars and video presentations. Mr. Werner has been rated as having the highest speaker knowledge in his home state of Pennsylvania by the Pennsylvania Institute of Certified Public Accountants, was awarded the AICPA Outstanding Discussion Leader Award in the State of Nevada, the Florida Institute of CPAs Outstanding Discussion Leader Award, and the South Carolina Association of CPAs Outstanding Discussion Leader Award.

Full Description

Mergers & Acquisitions Complete Guide to Relevant Issues & Choice of Business Entity Webcast (MERG)

November 18th, 2026 / 7:00 am 10:30 am Alaska Time

Live Webcast / Washington Society of CPAs Virtual Classroom

This course provides a practical and detailed look at the tax and legal considerations that arise in mergers and acquisitions. Participants will explore the differences between asset and stock acquisitions, the use of key tax elections such as IRC Sections 336 and 338, and the impact of entity type on deal structure. The course also addresses more advanced topics including earnouts, assumed liabilities, and the treatment of transaction costs. Whether working with partnerships, S corporations, C corporations, LLCs, or sole proprietorships, attendees will come away with the tools to help clients make informed decisions about deal structuring, tax efficiency, and long-term planning. Common M&A pitfalls and planning opportunities will also be discussed.

Major Topics:
-Asset vs. stock acquisitions.
-IRC Sections 338 and 336 elections.
-Basics of IRC Section 382.
-Basics of IRC Section 280G.
-Earnouts and contingent payments.
-Treatment of transaction costs.
-Mixed entity transactions.
-Tax aspects of entity structures.
-Partnership, sole proprietorship, S Corp, C Corp, LLC, and LLP issues.
-Organizing an entity.

Learning Objectives:
-Differentiate between taxable asset and stock acquisitions and their tax consequences.
-Explain the use and impact of IRC Sections 336 and 338 elections.
-Identify the basic implications of IRC Sections 382 and 280G in acquisition planning.
-Identify when mixed entity transactions are appropriate.
-Evaluate the tax treatment of earnouts, contingent payments, and assumed liabilities.
-Describe how transaction costs are handled in various acquisition scenarios.
-Compare the tax aspects of partnerships, S corps, C corps, LLCs, LLPs, and sole proprietorships.
-Recommend appropriate business structures based on client-specific M&A objectives.

Designed For: CPAs and finance professionals.

CPE Credits: 4, Taxation

Level of Knowledge: Basic

Prerequisite: None

Acronym: MERG

Discussion Leader: Arthur Joseph Werner, J.D., M.S.