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Teneo's global Financial Advisory business advises corporates, creditors and other financial stakeholders in all situations – from well-performing to stressed. No two situations are the same, and our advice and approach is tailored to each set of circumstances and client.

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Tax Advisory

Tax is a key component of any business restructuring and should be considered at the earliest opportunity to ensure efficiency and preserve maximum value for your stakeholders.​

With in-depth tax restructuring knowledge and experience across all sectors, Teneo supports businesses across the globe in their restructuring endeavours, both preserving and creating value through tax efficient structuring and planning.​

Business Restructuring

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Our Services

Debt Restructuring Transactions​

Underperformance and stress are usually driven by a combination of factors, so spotting the warning signs early and considering the implications is critical. The longer management takes to react, the less influence they are likely to have on the outcome.​ Tax advice is critical to any restructuring transaction to avoid unwelcome transaction costs and to preserve value. Six of the most prevalent issues to consider are highlighted below:

Mitigating Cash Tax on Debt Forgiveness​

It is critical to avoid cancellation of indebtedness income. Various exemptions exist but require careful planning to ensure they apply. ​

Avoiding Tax on a Debt Buy-back

Tax rules can trigger a deemed release on a debt buy-back or where a lender is or becomes connected to a borrower when the debt is impaired. ​

Preserving Value in Tax Attributes​

Existing tax losses can be forfeit on a change of ownership if there is also a major change in the nature or conduct of a business’ trade or a significant increase in its capital.​

Navigating Accounting Issues​

A modification of debt terms can result in taxable accounting credits to a company’s income statement. “Substantial” modifications resulting from corporate rescues are exempt, but advice is essential.

Mitigating the Risk of Secondary Liabilities​

Tax legislation often contains secondary liability provisions whereby unpaid tax can be charged to a third party (new owners, other group companies, even directors personally).​

Minimising Tax as a Transaction Cost​

If a restructuring transaction involves the sale of companies, whether businesses or assets (see below), minimising capital gains and transaction taxes is critical to avoid further value leakage to stakeholders.​

M&A Transactions​

Whether the objective of an M&A transaction is to generate cash or to take advantage of an opportunity to acquire an asset or business, there are some fundamental underlying principles that should guide the tax advice sought:​

General Transactional Issues

  • Devise and deliver tax-efficient overall deal structures in an accessible format​.
  • Real time input to negotiations between principals to secure best tax outcomes​.
  • Support case for tax relief for transaction costs and recovery of associated VAT​.
  • Seek Revenue authority clearances as appropriate​.
  • Contribute to negotiation of legal documentation.

Share Disposals​

  • Mitigate tax on gains on disposal of shares.
  • ​Identify and mitigate tax risks arising from historic transactions (avoid deferred tax liabilities that result in “price chips”) ​.
  • Preserve and maximise value from tax losses and other attributes​.
  • Avoid de-grouping charges relating to previous intra-group transfers of assets​.
  • Consider what tax warranties or indemnities may be offered.

Asset Realisations​

  • Mitigate tax on gains on disposal of assets​.
  • Realise cash tax value on sale of deferred tax assets, particularly tax depreciation.
  • Mitigate stamp or other capital duty costs to avoid forced price adjustments​.
  • Mitigate irrecoverable VAT/sales taxes​.
  • Consider packaging assets in an SPV if this helps preserve value.

Structural issues​

  • Design tax efficient holding structures​.
  • Devise optimal financing structures for each jurisdiction​.
  • Minimise withholding tax costs on intra-group cash repatriation or on external interest, dividends and royalties​.
  • Develop tax efficient management incentives to align interests and minimise costs for turnaround.

Implementation Support

At Teneo, we will be on hand to support you every step of the way. We provide tax support for both consensual and non-consensual transactions, ensuring implementation is affected efficiently and in a timely manner. We use our wealth of experience to aid you in navigating complex, evolving interactions between tax and insolvency law.

When to Reach Out

Why Teneo

Our core team of experienced restructuring tax professionals advise on transaction types across all industries and geographies. We offer a tailored package to support your specific business requirements.​

When to Reach Out

We provide tax support at any point within a business cycle or restructuring process, but we recommend reaching out to us as soon as a restructuring opportunity is identified. ​

Key Contacts

financialadvisory@teneo.com
Regulatory Information

Regulatory Information

Teneo refers to Teneo Holdings LLC and its subsidiaries and affiliates worldwide. Securities products and services are offered in the United States by Teneo Securities LLC, member of FINRA and SIPC.

Details of the entity providing services, legal and regulatory information in respect of the Teneo entity are also included in our engagement letters.

Please see Terms of Use for full legal notices and further information.

Specific information relating to our regulated entities which provide services to clients is detailed below:

Registered NameLegal FormRegistration Location and ReferenceRegistered OfficeData ProtectionRegulator(s)Professional Indemnity Insurance
Teneo Financial Advisory LimitedLimited CompanyEngland & Wales, 131929585th Floor, 6 More London Place, London, SE1 2DAUK - ZA920639The Institute of Chartered Accountants in England and Wales (“ICAEW”) C008873136. All insolvency practitioners are licenced by the ICAEW. ICAEW Designated Professional Body licence for a range of investment business activities.Details of the professional indemnity insurer can be provided on request.
Teneo Securities LLCLimited Liability CompanyUSA - Delaware280 Park Avenue, 4th Floor, New York, NY 10017N/AFinancial Industry Regulatory Authority (FINRA) #151256. Securities and Exchange Commission (SEC).Details of the professional indemnity insurer can be provided on request.

Teneo Securities LLC’s Business Continuity Planning

Teneo Securities LLC has developed a Business Continuity Plan (“BCP”) on how we will respond to events that significantly disrupt our business. Since the timing and impact of disasters and disruptions is unpredictable, we will have to be flexible in responding to actual events as they occur. With that in mind, we are providing you with this information on our BCP.

The Firm has developed and installed a BCP in the case of any business disruption that causes the Firm to have limited or no communications with its employees or customers. Our plan anticipates two types of business disruptions, internal disruptions which affect only our Firm’s ability to do business (such as a fire in our building) and external disruptions that prevent the operation of securities markets or other firms (such as natural disasters or acts of war).

The Firm intends to stay in business during both internal and external disruptions due to the fact that the Firm employees can conduct Firm related business from alternate off-site physical locations and the Firm maintains an alternate location for the maintenance of its books and records. We anticipate that the Firm will recover from internal business disruptions within 24-48 hours. An outage due to an external business disruption may be longer and is beyond the control of the Firm. However, the Firm will endeavor to resume business as soon as it is possible for the Firm to establish business operations from alternate off-site physical locations.

The Firm’s BCP specifically addresses the following areas related to Firm operations:

  • Data back-up and recovery (hard copy and electronic);
  • All mission critical systems;
  • Procedures to test and determine the Firm’s ability to do business (i.e., financial and operational assessments);
  • Alternate communications between customers and the Firm;
  • Alternate communications between the Firm and its employees;
  • Alternate physical location of employees;
  • Critical business constituent, bank, and counter-party impact;
  • Regulatory reporting; and
  • Communications with regulators.

If you have questions about our business continuity planning, you can contact us (212) 886-1600.