Matt Levine, Columnist

Burger King May Move to Canada for the Donuts

One way you can tell that Burger King's proposed inversion is okay is that the law intended to ban inversions would still allow this inversion.

August 25, 2014 at 9:05 PM UTC

By Matt Levine

Matt Levine is a Bloomberg Opinion columnist. A former investment banker at Goldman Sachs, he was a mergers and acquisitions lawyer at Wachtell, Lipton, Rosen & Katz; a clerk for the U.S. Court of Appeals for the 3rd Circuit; and an editor of Dealbreaker.

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The most recent story on the Burger King press page remains "Burger King Restaurants Bring Back Chicken Fries," but events have overtaken the chicken fries. After many media reports, Burger King and Tim Hortons have put out a press release confirming that they've been holding merger talks, and imagine what the catering is like. This announcement has set off a frenzy of condemnation, since any merger would be what is called an "inversion," turning the combined Burger Tim into a Canadian company and thus freeing it from its harsh but patriotic duty to pay U.S. income taxes.

This condemnation is a bit confused, so I thought it might be helpful to explain very simply (too simply!) how the U.S. corporate income tax system works. There is nothing new here, lots of people know this, but weirdly lots of people don't, too. It works like this: