Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / state-local-tax-memorandum.docx
state-local-tax-memorandum.docx
Parties
Ardent Capital Partners III LP
Harkness LLP
Pinnacle Health Services Group LLC
Ardent Healthcare Holdings LLC
Holdings LLC
Ardent Healthcare Intermediate Inc
Intermediate Inc
Ardent Healthcare Merger Sub LLC
Dates
February 20, 2024
February 14, 2024
May 31, 2024
January 1, 2023
January 1, 2016
January 1, 2021
May 15, 2024
December 31, 2019
January 1, 2024
January 1, 2008
Amounts
$412
$339.4
$4.74
$1.46
$2.41
$0.87
$10,000
$32.41
$97.24
$24.18
Obligations
Further coordination with Pinnacle's current accountants is required to determine feasibility and timing
Accordingly, there is no mandatory withholding obligation at the Pinnacle entity level that must be deducted from closing proceeds for Pennsylvania purposes
The withholding is required to be remitted by Pinnacle (or the surviving entity post-merger) at or before the time of closing, and the mechanics of the withholding must be coordinated with the closing funds flow
The withholding amount must be deducted from the nonresident sellers' closing proceeds and remitted to the Comptroller of Maryland within the prescribed statutory period
If the Maryland PTE election is made for the short taxable period, the interaction between the PTE tax payment and the nonresident withholding obligation must be carefully coordinated to avoid double payment
Maryland's rules generally provide that PTE tax payments satisfy the withholding obligation for the same period, but the mechanics must be confirmed with the Comptroller