1. What are the tax benefits of using a Section 351 transfer of property to a controlled corporation? In what ways is it superior to a Section 368 reorganization? 2. Why would a tax-free...

1. What are the tax benefits of using a Section 351 transfer of property to a controlled corporation? In what ways is it superior to a Section 368 reorganization?

2. Why would a tax-free stock-for-stock merger be priced higher than a taxable cash acquisition?

3. What factors might cause you to expect the cash merger and the stock acquisition to be consummated at the same or similar prices?