Legal Opinion

A.E. Staley Mfg. Co. v. Commissioner

United States Tax Court

Decided September 11, 1995No. Docket No. 20225-92Published

This case concerns the proper tax treatment of investment bankers' fees and printing costs incurred by petitioner in response to a series of unsolicited (but eventually successful) offers to acquire petitioner's stock. Petitioner's board of directors rejected the first two offers made by the acquirer. Ultimately, however, the board unanimously (1) approved a plan of merger with the acquirer and (2) recommended the acquirer's third offer to shareholders.

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This case concerns the proper tax treatment of investment bankers' fees and printing costs incurred by petitioner in response to a series of unsolicited (but eventually successful) offers to acquire petitioner's stock. Petitioner's board of directors rejected the first two offers made by the acquirer. Ultimately, however, the board unanimously (1) approved a plan of merger with the acquirer and (2) recommended the acquirer's third offer to shareholders. Petitioner claims that, since the takeover was hostile, this case is distinguishable from National Starch & Chem. Corp. v. Commissioner, 93…

1Opinion of the Court

A.E. STALEY MANUFACTURING COMPANY AND SUBSIDIARIES, Petitioner v. COMMISSIONER OF INTERNAL REVENUE, Respondent

A.E. Staley Mfg. Co. v. Commissioner

Docket No. 20225-92.

United States Tax Court

105 T.C. 166; 1995 U.S. Tax Ct. LEXIS 50; 105 T.C. No. 14;

September 11, 1995, Filed

Decision will be entered under Rule 155.

This case concerns the proper tax treatment of investment bankers' fees and printing costs incurred by petitioner in response to a series of unsolicited (but eventually successful) offers to acquire petitioner's stock. Petitioner's board of directors rejected the first two offers made…

Also in this document: Concurrence · Foley; Concurrence · Beghe; Dissent.

2Cases cited48 opinions

  1. Welch v. HelveringSupreme Court of the United States · 1933
  2. Cohan v. Commissioner of Internal RevenueCourt of Appeals for the Second Circuit · 1930
  3. Indopco, Inc. v. CommissionerSupreme Court of the United States · 1992
  4. Aronson v. LewisSupreme Court of Delaware · 1984
  5. United States v. GilmoreSupreme Court of the United States · 1963

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