Triangular A-type Merger

Triangular A-type Merger means:
a special A-type merger in which the acquiring corporation (a subsidiary) uses stock of its parent to pass to the target corporation. Three requirements must be met in order to qualify for this nontaxable corporate reorganization:

1. The merger would have qualified as an A-type reorganization if the liquidated corporation had been merged into the parent corporation instead of into the subsidiary corporation.

2. Th e subsidiary does not issue any of its own stock.

3. The subsidiary acquires substantially all of the assets of the merged corporation.

See Former IRC (check if this IRC provision is current here) § 368(a)(2)(D).