Cannonsburg Skiing Corp. v. Commissioner
United States Tax Court
Brown-Schaefer acquired 98 percent of Old Cannonsburg by purchase and 2 percent in a stock-for-stock exchange. Old Cannonsburg subsequently merged into Brown-Schaefer, which changed its name to New Cannonsburg. The merger qualified as a section 332 liquidation to which section 334(b)(2) applied. Held: Old Cannonsburg's merger into Brown-Schaefer did not constitute a section 368(a)(1)(F) reorganzation.
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Brown-Schaefer acquired 98 percent of Old Cannonsburg by purchase and 2 percent in a stock-for-stock exchange. Old Cannonsburg subsequently merged into Brown-Schaefer, which changed its name to New Cannonsburg. The merger qualified as a section 332 liquidation to which section 334(b)(2) applied. Held: Old Cannonsburg's merger into Brown-Schaefer did not constitute a section 368(a)(1)(F) reorganzation. Held further, New Cannonsburg cannot carry back post-merger net operating losses to offset Old Cannonsburg's pre-merger net operating income. Held further,Brown-Schaefer takes a cost basis in…
1Opinion of the Court
CANNONSBURG SKIING CORPORATION, (FORMERLY BROWN-SCHAEFER CORPORATION), TRANSFEREE OF THE ASSETS OF CANNONSBURG SKIING CORPORATION, TRANSFEROR, Petitioner v. COMMISSIONER OF INTERNAL REVENUE, Respondent; WALTER J. RUSSELL and MARY ANN RUSSELL, Petitioners v. COMMISSIONER OF INTERNAL REVENUE, Respondent
Cannonsburg Skiing Corp. v. Commissioner
Docket Nos. 5210-83, 5211-831.
United States Tax Court
T.C. Memo 1986-150; 1986 Tax Ct. Memo LEXIS 456; 51 T.C.M. (CCH) 844; T.C.M. (RIA) 86150;
April 16, 1986.
Brown-Schaefer acquired 98 percent of Old Cannonsburg by purchase and 2 percent in a stock-for-stock…
2Cases cited27 opinions
- Gregory v. HelveringSupreme Court of the United States · 1935
- Helvering v. CliffordSupreme Court of the United States · 1940
- Jack E. Golsen and Sylvia H. Golsen v. Commissioner of Internal RevenueCourt of Appeals for the Tenth Circuit · 1971
- Commissioner v. Court Holding Co.Supreme Court of the United States · 1945
- Pinellas Ice & Cold Storage Co. v. CommissionerSupreme Court of the United States · 1933
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