"It has been ILIAC's practice to keep gains derived from processing transactions that it failed to timely process as of the contract date
as well as from re-processing erroneous transactions.
Project is to be completed within 40.5 months (around 3.5 years) from the contract date
, the company says.
1.368-1(e)(2)(ii)(B), any modification of an otherwise binding contract that relates to the amount or type of consideration to be paid to the target shareholders will generally establish a new binding contract date and a new date for measuring COI, unless: (1) the sole effect of the modification is to increase the shares of acquirer stock to be used as consideration in the transaction; and (2) absent the modification, the COI requirement would have been met had the transaction closed on the modification date.
Example 2: The facts are the same as in Example 1, except that the total consideration to be paid to T's shareholders is fixed as of the contract date; however, the stock and cash portions are permitted to fluctuate, so that the total value of consideration set at the contract date is delivered as of the dosing date.
Prior to the final COI regulations, no clear guidance existed as to whether fluctuations in value that take place during the period between the binding contract date
and the effective date of the reorganization affect COI.
* Is the subject of a nonrefundable deposit of the lesser of 10% of the cost or $100,000 made by the taxpayer on the contract date
: Paris: Jun 13-Jul 5; Spain: Jul 4-Aug 2