Acquisition of qsub stock
For example, an acquisition by a parent S corporation of all of the stock of another corporation in exchange for its own stock, followed by a QSub election and deemed liquidation, generally would qualify as a "C" reorganization; and the acquisition could still qualify as a "C" reorganization even if the parent corporation paid consideration consisting 90% of stock and 10% in cash. X, an S corporation, owns 100 percent of the stock of Y, a corporation for which a QSub election is in effect. X subsequently revokes the QSub election. Y is treated as a new corporation acquiring all of its assets (and assuming all of its liabilities) immediately before the revocation from its S corporation parent in a deemed exchange for Y stock.