Tax Advisory

Capital Markets & Due Diligence Support

Work with a highly-experienced tax team that will analyze tax consequences associated with capital markets or growth or liquidity events so you can maximize bottom-line results.
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When accessing capital markets or otherwise engaged in M&A, growth, or liquidity events, tax consequences directly and profoundly affect bottom-line results. Opportune’s seasoned team of tax professionals works with our clients and their advisors at the speed of the deal to achieve optimal success and after-tax returns.

In today’s complex business environment, the legal, accounting, and tax treatment of events and transaction features is often not consistent or intuitive. Our consultative approach and expertise provide clarity, mitigate risks, and support critical decisions throughout the corporate lifecycle.

Our Professionals Bring Clarity to Critical Areas

Transaction Structuring & Reporting

  • Choice of entity (pass-through, taxable, tiered structure)
  • Purchase price allocations (Section 1060) (optimizing asset basis in-concert with Opportune Valuations)
  • Transaction cost analysis (maximizing deductibility of deal costs)
  • IPO and S-4 support (critical tax structuring and reporting in-concert with Complex Financial Reporting)
  • SPAC de-mergers
  • UP-C/Tax receivable agreement analysis and disclosure

Tax Controversy & Defense

  • Expert Witness Reports & Testimony: Opportune tax provides specialized analysis and support for disputes arising from complex M&A and high-stakes tax controversies.

Complex Securities & Ownership Classifications

  • Equity vs. indebtedness treatment for new securities
  • Use and tax treatment of warrants
  • Convertible and hybrid instruments
  • Original issue discount debt or equity instruments
  • Targeted returns/special allocations to investor classes
  • MLP-specific considerations (Master Limited Partnerships)

Alternative Energy & Tax Equity Structuring

  • Alternative energy and tax equity structures, reporting and yields, for new and existing projects, including:45Q - CCUS (Carbon Capture, Utilization, and Storage)
  • Investment tax credit (ITC)
  • Production tax credit (PTC)

 

Opportune LLP is not a CPA firm.

FAQs

Tax consequences directly affect the bottom-line results of any deal. Professional due diligence identifies potential liabilities and ensures that the tax treatment of transaction features is handled correctly. By working "at the speed of the deal," a seasoned tax team can provide the clarity needed to mitigate risks and support critical decision-making throughout the corporate lifecycle.

In modern capital markets, the distinction between equity and indebtedness is not always intuitive. Determining the correct tax treatment for warrants, convertible instruments, and targeted returns to specific investor classes is essential for accurate reporting. 

Strategic structuring involves choosing the optimal legal entity, whether pass-through, taxable, or tiered, to maximize efficiency. Key areas of focus include purchase price allocations (Section 1060) to optimize asset basis and comprehensive transaction cost analysis to maximize the deductibility of deal costs, ensuring higher value realization for stakeholders.

Alternative energy projects often rely on complex tax equity structures to remain viable. Key incentives include the Section 45Q tax credit for Carbon Capture, Utilization, and Storage (CCUS), as well as the Investment Tax Credit (ITC) and Production Tax Credit (PTC). Strategic advisory ensures these credits are structured and reported correctly to maximize project yields and investor returns.