Mergers & Acquisitions Tax Services
Senior-led M&A tax advisory delivering seasoned tax expertise with practical, deal-relevant guidance across the full transaction lifecycle.
Our M&A Tax Services
Transaction-Focused M&A Tax Advisory
Insight Tax Advisors provides M&A tax services designed for private equity firms, family offices, independent sponsors, and their portfolio companies. We work alongside investment bankers, Quality of Earnings advisors, and M&A legal teams to support transactions with practical, deal-relevant tax insight delivered by experienced professionals.
Our approach is hands-on and senior-led, focused on identifying risks, quantifying exposures, and providing clear guidance grounded in real transaction experience — not theoretical analysis.
Tax Modeling
Model tax outcomes to evaluate alternatives and support transaction decisions. This includes basis step-ups, elections, and structural impacts.
280G Analysis
Evaluate change-in-control payments and potential excise tax exposure. We quantify outcomes and assess available mitigation strategies.
Transaction Structuring
Design transaction structures that balance tax efficiency with execution. We focus on clarity, simplicity, and knowing when complexity is required.
Tax Exposure Remediation
Develop resolution strategies for assumed or identified tax exposures. This includes voluntary disclosures, filings, and implementation of remediation plans.
Sell-Side Tax Readiness
Prepare for sale by identifying tax exposures early and addressing issues before buyers enter. This helps control the narrative and reduce friction.
Purchase Price Allocation
Align transaction agreements with intended tax outcomes before closing. After close, we support accurate, defensible IRS reporting and required allocations.
Buy-Side Tax Due Diligence
Evaluate tax risks and exposures regardless of transaction structure. We dig into the data to quantify issues and support informed decision-making.
Tax Basis Calculations & Analysis
Assess potential tax basis step-ups and transaction economics. We help buyers evaluate long-term tax benefits.
Tax Attribute Preservation & Analysis
Assess the impact of transactions on NOLs and other tax attributes. We help protect value and avoid unintended limitations.
Sell-Side Tax Due Diligence
Support auction and negotiated sales by identifying and explaining tax issues upfront. Our collaborative approach minimizes disruption and helps keep the transaction moving.
Transfer Tax Analysis – Asset Sales
Evaluate transfer taxes triggered by asset sales, including sales, use, and real estate taxes. Our analysis accounts for exemptions and jurisdictional differences.
Transfer Tax Analysis – Real Estate
Analyze transfer taxes related to indirect real estate ownership changes. We navigate complex state transfer tax rules involving entities, leases, improvements.
Corporate Legal
Experience comprehensive legal support that complements our M&A tax advisory services. We work closely with legal counsel to help navigate transaction structures, documentation considerations, and execution challenges as part of an integrated deal team.
Transaction Consulting
Support beyond tax execution to help transactions move forward efficiently. We assist deal teams in evaluating transaction mechanics, coordinating across advisors, and addressing operational considerations that impact successful close and integration.
Who We Support
We work alongside transaction teams to ensure tax considerations are addressed early, clearly, and in alignment with deal strategy — not as an afterthought.
Typical Transaction Partners
Private Equity Firms
Portfolio Companies
Family Offices
Independent Sponsors
Investment Bankers
QofE Advisors
M&A Legal Teams
Transaction Experience
Our team has supported lower middle-market and middle-market transactions across a broad range of industries and deal structures. We scale our work to the needs of each engagement, delivering red-flags summaries, executive-level reporting, or full tax due diligence as appropriate.
With decades of transactional experience, we focus on practical issue identification, exposure quantification, and actionable solutions—helping clients navigate transactions efficiently and with confidence.
Why Insight for M&A Transactions
Senior-level experts personally lead each engagement
Decades of federal and state tax experience
Practical, deal-focused tax advice grounded in real transactions
Deleveraged model focused on depth, not volume
Experience across a broad range of industries and transaction types
SCALABILITY
How we support transactions of varying size and deal complexity.
CLIENTS SERVED
Who we support across private equity and transaction teams.
INDUSTRIES SERVED
Where our transaction experience is applied across industries.
CROSS-BORDER
How we navigate U.S. tax considerations in global deals.
Mergers & Acquisitions Leadership
Let’s Discuss Your Transaction
Whether you are evaluating a transaction or navigating complex tax issues, our team is ready to help.Transaction-focused tax advisory supporting acquisitions, divestitures, and complex deal structures. Our team works closely with deal teams to identify risk, support negotiations, and drive informed decisions.
Ben Sparks
Managing Director & Founder
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Jim Kelleher
Managing Director & Founder
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Tax Modeling
Insight Tax Advisors provides transaction-focused tax modeling to help deal teams evaluate alternatives and understand the downstream tax impact of critical decisions. Our modeling considers transaction structure, elections, basis adjustments, and jurisdictional implications to quantify tax outcomes before execution.
We work closely with buyers, sellers, and advisors to compare scenarios, assess sensitivity, and support informed decision-making. The goal is not theoretical modeling, but practical insight that aligns tax outcomes with deal economics and strategic objectives.
280G Analysis
Change-in-control transactions can trigger significant excise tax exposure under Section 280G if compensation arrangements are not properly evaluated. Insight Tax Advisors performs detailed 280G analyses to identify potential exposure and quantify the impact on both the company and impacted executives.
Our team reviews transaction terms, compensation agreements, and payment structures to assess whether parachute payments exceed applicable thresholds. We provide clear analysis of exposure and help deal teams understand available mitigation strategies early, reducing surprises late in the transaction process.
Transaction Structuring
Effective transaction structuring requires balancing tax efficiency with execution certainty. Insight Tax Advisors designs transaction structures that account for federal, state, and local tax considerations while remaining aligned with the commercial realities of the deal.
We advise on entity versus asset structures, step-ups, elections, and jurisdictional implications, focusing on clarity and defensibility. Our approach prioritizes structures that achieve intended tax outcomes without introducing unnecessary complexity or execution risk.
Tax Exposure Remediation
Transactions often uncover historical tax exposures that must be addressed to protect value. Insight Tax Advisors develops remediation strategies for identified exposures, focusing on resolution paths that minimize disruption and financial impact.
Our remediation services include exposure quantification, voluntary disclosure agreements, corrective filings, and coordination with ongoing compliance processes. We help clients resolve issues efficiently so they do not derail transactions or create post-close surprises.
Sell-Side Tax Readiness
Preparing for a sale requires identifying tax issues before buyers begin diligence. Insight Tax Advisors supports sell-side tax readiness by reviewing historical filings, identifying exposures, and addressing issues proactively.
Early preparation allows sellers to control the narrative, reduce buyer leverage, and minimize delays during diligence. Our work helps streamline negotiations and supports a smoother transaction process from launch to close.
Purchase Price Allocation
Purchase price allocation has long-term tax and reporting implications that should be considered before closing. Insight Tax Advisors assists with aligning transaction agreements to intended tax outcomes and supporting defensible allocations.
We work with deal teams to evaluate allocation methodologies, address jurisdictional considerations, and support required reporting after close. Our approach helps ensure allocations are consistent, supportable, and aligned with transaction objectives.
Buy-Side Tax Due Diligence
Insight Tax Advisors performs comprehensive buy-side tax due diligence for both strategic and financial buyers. Our diligence identifies material tax risks, historical exposures, and structural considerations across entity and asset acquisitions.
We focus on quantifying issues, not just listing them, and provide actionable insights that support valuation, negotiations, and post-close planning. Our diligence is designed to be deal-relevant and commercially practical.
Tax Basis Calculations & Analysis
Tax basis outcomes can significantly impact the long-term economics of a transaction. Insight Tax Advisors analyzes basis step-ups, amortization benefits, and related tax implications to help buyers understand future cash tax impacts.
Our analysis supports informed decisions around structure, pricing, and elections, and helps clients evaluate the true after-tax value of a transaction over time.
Tax Attribute Preservation & Analysis
Net operating losses and other tax attributes can represent significant value if preserved correctly. Insight Tax Advisors evaluates how transactions impact tax attributes and identifies potential limitations resulting from ownership changes or restructuring.
We help clients protect valuable attributes, avoid unintended limitations, and understand how attributes factor into post-close tax planning and valuation.
Sell-Side Tax Due Diligence
Sell-side tax due diligence helps sellers identify and explain tax issues before buyers uncover them. Insight Tax Advisors supports sellers during auction and negotiated processes by providing clear analysis and documentation.
Our collaborative approach minimizes disruption, supports faster diligence cycles, and helps transactions stay on track by addressing issues proactively and transparently.
Transfer Tax Analysis – Asset Sales
Asset sales can trigger transfer taxes that materially affect transaction economics. Insight Tax Advisors evaluates transfer taxes associated with asset sales, including sales, use, and real estate taxes.
Our analysis accounts for jurisdictional differences, exemptions, and deal structure to identify potential liabilities and planning opportunities. This ensures transfer taxes are addressed early and incorporated into deal modeling.
Transfer Tax Analysis – Real Estate
Real estate transactions often involve complex transfer tax rules, particularly when ownership changes occur indirectly through entity transfers. Insight Tax Advisors analyzes transfer tax exposure related to direct and indirect real estate transactions.
We navigate state and local rules involving entity ownership changes, leases, and improvements to identify potential liabilities and support informed structuring decisions.
Corporate Legal
Corporate legal considerations play a critical role in transaction execution, particularly as deal structures become more complex and timelines tighten. Insight Tax Advisors provides support that complements legal counsel by helping transaction teams navigate legal considerations that intersect with tax structure, deal mechanics, and execution strategy.
Our role is to work alongside attorneys and other advisors to ensure tax-driven considerations are aligned with legal documentation, transaction structure, and closing requirements. We help identify areas where legal decisions may impact tax outcomes and support coordination across advisors to reduce friction during diligence and execution.
By integrating tax insight into the broader legal framework of a transaction, we help deal teams move forward with greater clarity, efficiency, and confidence—without duplicating or replacing the role of legal counsel.
Transaction Consulting
Successful transactions require more than technical tax analysis. Insight Tax Advisors provides transaction consulting support to help deal teams evaluate transaction mechanics, coordinate across advisors, and address execution considerations that impact successful close and post-transaction integration.
We work closely with sponsors, management teams, and advisors to assess transaction workflows, identify potential execution challenges, and support decision-making throughout the deal lifecycle. Our involvement helps ensure that tax considerations are integrated into broader transaction planning rather than addressed in isolation.
This advisory support allows deal teams to focus on execution while maintaining alignment across tax, legal, and operational workstreams—supporting smoother closes and more effective integration.