I think you are correct about the NOL carryforwards being significantly reduced if Mannkind is acquired. Internal Revenue Code section 382 explains the rules and they seem quite complex.If IRC section 382 limits the carrforward, a partnership would make more sense from a tax perspective.From what I can glean from reading the code, the limitations occur when an owner that owns more than 5% of the company increases his stake by more than 50%.I think it is an increase of 50% over the lowest holdings an owner had over the last 3 years, so if an owners has 10% and increases his holdings to more than 15%, limitations apply.I am not an expert on this, so I might not have it 100% correct.