Legal Definitions - C reorganization

A C reorganization is a type of financial restructuring of a corporation that involves the exchange of voting shares for substantially all the assets of another corporation. This type of reorganization is classified under the Internal Revenue Code as a way to improve a corporation's tax treatment.

• A company A exchanges its voting shares for substantially all the assets of company B. This is a C reorganization.
• A company C reduces the principal amount of indebtedness owed to creditors through a restructuring. This is a haircut reorganization.

The first example illustrates a C reorganization where one corporation exchanges its voting shares for substantially all the assets of another corporation. The second example is a type of restructuring that reduces the principal amount of indebtedness owed to creditors, which is a common usage of the term "haircut reorganization".