Problem: P is in the business of making ketchup. T is in the business of making catsup. P acquires T in a transaction structured as an "A" reorganization with no boot. Two weeks after the merger, P sells all of the assets it received from T and uses the cash to expand P's ketchup business. Will this jeopardize the qualification of the A reorganization? P is in the business of making ketchup. T is in the business of making catsup. P acquires T in a transaction structured as an "A" reorganization with no boot. Two weeks after the merger, P sells all of the assets it received from T and uses the cash to expand P's ketchup business. Will this jeopardize the qualification of the A reorganization?
A. Not necessarily, because there can still be continuity of business enterprise if "ketchup" and "catsup" can be considered the same line of business
B. Yes, because the sale of T's assets always violates the continuity of business enterprise requirement