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in this video were gonna talk about type C tax-free reorganizations so in a type c tax-free reorganization you basically have the purchasing corporation in this case lets say its jalapeno pancakes a restaurant chain they are going to transfer voting stock and possibly some boot now how much boot well it has to be at least 80% of the consideration being voting stock so the other 20% could be cash or something like that however theres an exception if theyre assuming any liability so lets say jalapeno pancakes is assuming liabilities from the Target Corporation then in that case the amount of consideration that can be but-- that 20% is reduced dollar for dollar for each liability that they assume and actually if theyre assuming so many liabilities from the target that the amount of liabilities actually exceeds 20% of the consideration the total consideration being given then basically how opinion pancakes has no choice but to give voting stock but generally speaking we dont have
