John Kerry called them "Benedict Arnold companies" when he was running for president.
What they really are is companies trying to remain competitive despite the onerous burden of high U.S. corporate taxes. This can involve mergers with companies abroad.
As the Wall Street Journal notices this morning in an editorial, you can tell the political season is in full flower because the Obama administration is vilifying such companies. The president hasn't provided a good economy for a Democratic candidate to run on so another lawless attempt to crack down on these companies might be just the ticket:
But on that score Mr. Obama wants to help his fellow Democrats with one more lawless Treasury rewrite of longstanding U.S. tax law. Twice before, in 2014 and 2015, Treasury Secretary Jack Lew simply issued notices that changed the rules to make it more difficult for a merging company to adopt a foreign legal address—so-called corporate inversions. But those attempts flopped—because the business incentive is so great to escape America’s destructive combined state and federal corporate tax rate of more than 39%.
Now Mr. Lew is really turning the screws, as he announced a new crackdown on “serial inverters.” He’s referring to companies that have repeatedly done things that are perfectly legal. And now he’s going to make them pay, starting with the Pfizer merger with Allergan that Mr. Lew wants to stop. Allergan shares lost more than $15 billion in market value Tuesday after the Treasury ambush.
In order for a U.S. firm to gain the full tax benefits of an inversion under longstanding rules, its foreign merger partner has to be almost as large. After a series of inversion deals in recent years, there are now more big foreign companies, many based in Ireland. Mr. Lew doesn’t want them merging with any more U.S. companies and pulling the headquarters addresses over to Dublin. So his new rule will ignore transactions conducted in the last three years and pretend that these firms are smaller than they really are in order to prevent them from doing deals that other companies can still do.
This would almost surely be thrown out if it were challenged in court, but Mr. Lew knows that is unlikely to happen. Team Obama figures they can get away with this illegal rewrite because potential corporate partners would likely need to merge and then suffer at the hands of the IRS before they could have the standing to sue. Not many corporate executives—or their shareholders—are willing to do that.
There is a perfectly legal way to curtail corporate inversions: make the U.S. once again a good place to do business. The Obama administration, according to the editorial, has stalled bipartisan attempts to re-write corporate tax law in a way that could create opportunities and prosperity within the U.S. But the administration would only agree to a change that added huge new tax burdens to corporations.
The rest of the world seems to be grasping the idea that lower corporate taxes attract corporations. The U.K., for example, has taken steps to make itself more hospitable to business. What's so hard to understand?
PS. The Pfizer/Allergan deal indeed fell through because of the administration's latest move. Allergan shares plummeted nearly 15 percent, to $236.55 yesterday, losing more than $15 billion in market value. Many U.S. funds have shares of the Ireland-based Allergan and so many individual Americans lost money. The president was euphoric.