What is the difference between tax-deductible and non-tax-deductible goodwill?

Tax-deductible goodwill can be amortized or deducted for tax purposes, creating future cash tax savings. Non-tax-deductible goodwill creates no tax shield. Asset deals more often create tax-deductible goodwill or tax basis step-ups; stock deals often do not. This affects buyer value, cash taxes, and the price a buyer can justify.