How does carryover basis work in a 100% stock deal, and what does it mean for future cash taxes?

In a stock deal, the buyer acquires shares, not the underlying assets for tax purposes. The target's tax basis usually carries over. Accounting fair-value step-ups may increase book depreciation or amortization, but tax depreciation may remain based on old tax basis. That creates DTLs and means future cash tax savings are lower than accounting expenses suggest.