Post-deal tax services

Closing marks the beginning of a new phase. The acquisition structure needs to be implemented, due diligence findings need to be addressed and the company’s tax position needs to reflect its new ownership and structure. We translate the deal into day-to-day tax practice, ensuring that what was designed before closing actually works in practice afterwards.

OneLane Post-Deal Tax Services specialises in supporting private equity portfolio companies with the tax matters that arise following an acquisition. We support management teams and finance functions with everything from implementing the acquisition structure and addressing due diligence findings to tax compliance, liaising with the Dutch tax authorities and subsequent restructurings.

Our specialists combine in-depth tax expertise with extensive experience in M&A and private equity. As a result, we understand not only the company’s tax position, but also the transaction behind it and the structure put in place as part of the deal. This enables us to quickly identify what needs to happen after closing and translate priorities into concrete actions.

Our approach is hands-on and practical. We do not simply identify what needs to be done – we help make it happen.

The period immediately following closing is often critical to establishing a solid tax position under new ownership. New entities and financing arrangements have been put in place, the acquisition structure needs to be further implemented and tax due diligence will often have identified matters requiring follow-up. At the same time, the business continues as usual.

We bring the key post-closing tax actions together in a practical 100-day plan and support its implementation. We further implement the tax aspects of the acquisition structure, address historical exposures and other due diligence findings and ensure that relevant tax positions are analysed, documented and, where appropriate, agreed with the Dutch tax authorities.

Our involvement does not end after the first 100 days. We continue to support the company with its ongoing tax obligations and advise on changes to the group, further acquisitions, restructurings and other tax matters arising throughout the investment period.

Our services focus on five core areas:

• Implementation of the acquisition structure

We support the tax implementation of the structure following closing. This includes matters such as VAT registrations and VAT entrepreneurship, management agreements and establishing fiscal unities for Dutch corporate income tax and VAT purposes. Our focus is on ensuring that the structure designed as part of the transaction is correctly implemented from a tax perspective.

• Tax due diligence follow-up

We translate tax due diligence findings into concrete post-closing actions. Where required, we assist in correcting historical tax positions, filing corrections and implementing measures to address identified risks going forward.

• Transaction costs and financing

We analyse the tax treatment of transaction costs and assess the tax position of the acquisition financing, including the deductibility of interest and financing costs. We ensure that these positions are properly substantiated and correctly reflected in the relevant tax returns.

• Tax compliance and interaction with the Dutch tax authorities

We prepare corporate income tax and VAT returns and assist with other tax compliance obligations. Where appropriate, we liaise with the Dutch tax authorities on tax positions relating to, among other things, corporate income tax, VAT, wage tax, employee insurance contributions and management incentive plans.

• Ongoing tax support and restructuring

Throughout the investment period, we support the company with Dutch and international tax matters and changes within the group. This ranges from rationalising the legal and tax structure to reorganisations and tax support in connection with further acquisitions.

OneLane combines Transaction Tax Services and Post-Deal Tax Services into an integrated M&A tax offering. While our Transaction Tax Services specialists advise on the tax aspects of the transaction and the acquisition structure, Post-Deal Tax Services ensures that the structure is actually implemented and maintained following closing.

This continuity means that knowledge of the transaction is not lost at closing. We understand the background to the deal, why the structure was designed in a particular way and which tax matters were identified during the due diligence process. Wherever possible, our Post-Deal Tax Services specialists therefore become involved before closing, enabling them to hit the ground running from day one.

Our Post-Deal Tax Services specialists combine in-depth tax expertise with a practical approach. We work directly with management teams and finance functions and are accustomed to becoming an extension of the portfolio company’s team.

We focus on what needs to be done, make it practical and help get it done.

From deal to day-to-day.