United States > Tax > Law firm and leading lawyer rankings
It was a particularly fruitful year for tax practices nationwide for a number of reasons. Low interest rates mean cheap borrowing, which has been a boon to the M&A market. The record-breaking values of deals - and the overall volume - has made headlines, with Anheuser-Busch InBev’s $107.7bn acquisition of SABMiller and Heinz and 3G’s $60bn acquisition of Kraft Foods just two of the many eye-catching examples. This of course has meant a lot of work for tax teams. The pharmaceutical and healthcare industries have been particularly big drivers of work, as has the technology sector.
The energy sector has also been key source of business for tax teams, but for less happy reasons: the turbulence in the market due to the continued fall in oil prices and a slowdown in Chinese demand has created the need for tax advice in relation to bankruptcies and restructurings. The knock-on effect of this, of course, is more opportunities for buyers seeking value in distressed assets, including private equity and other investment vehicles.
Inversions, spin-offs and split-offs continue to be popular, although the Internal Revenue Service (IRS)’s continued focus on taking away the tax benefits of some of these structures may have an impact on this. All this, though, is good news for tax attorneys, who will continue to be relied upon to find new ways to structure tax efficiently.
While the IRS seems to spend fewer resources on domestic tax, there is an overall trend of ongoing enforcement activity around tax payers who do business in more than one jurisdiction. The OECD’s so-called BEPS (Base Erosion and Profit Shifting) initiative is an increased area of focus of the authorities. The program allows governments to close the gaps in existing international rules that allow corporate profits to ‘disappear’ or be artificially shifted to low or no tax environments. Revenue losses from BEPS are estimated at $100-$240bn per year. There was also an uptick in transfer pricing disputes, with the IRS focusing its attention to challenge intercompany arrangements.
As public opinion on corporate tax continues to harden, and with politicians talking tough on closing loopholes, international tax is an increasing area of concern for transnational and multinational companies. As a result, firms operating in this area continue to be very active. The globalization of the deal market, the spike in global M&A, and the use of a range of structures and creative techniques for cross-border transactions have all contributed to a high demand for international tax services. In this space, international law firms benefit from their broad networks and collaboration between offices, while more domestic practices often rely on established associations with law firms across the world to service the increasingly global needs of their clients. It will also be interesting to see what impact the Panama Papers will have in relation to international tax practices.
The financial products sector remained active. Law firms continued the trend towards new esoteric asset transactions while also staying busy with distressed debt and recapitalization matters. There is also a notable demand from clients for advice on new legislation seeking to regulate the sector more tightly, and an interest in knowing the potential impact/consequences of US corporations seeking to merge with foreign entities with the aim to re-enter the US market (and vice-versa). Transfer pricing and real estate investment trusts (REITs) continue to be popular strategies to lower tax rates.
Index of tables
- Donald Carden - Clifford Chance
- David Hariton - Sullivan & Cromwell LLP
- Andrea Kramer - McDermott Will & Emery LLP
- David Miller - Proskauer Rose LLP
Erika Nijenhuis -
Cleary Gottlieb Steen & Hamilton LLP
- William Paul - Covington & Burling LLP
James Peaslee -
Cleary Gottlieb Steen & Hamilton LLP
- Robert Rudnick - Shearman & Sterling LLP
Avishai Shachar -
Davis Polk & Wardwell LLP
Po Sit -
Davis Polk & Wardwell LLP
Kirk Wallace -
Skadden, Arps, Slate, Meagher & Flom LLP
Led out of New York and Washington DC, Cadwalader, Wickersham & Taft LLP’s tax practice covers the full gamut of financial products. Providing extraordinary knowledge of this specialist area, it is well known for its expertise in relation to the development of sophisticated and innovative products. New York-based co-chair of the tax group Linda Swartz advises on structuring complex mergers and acquisitions, financings and derivative transactions. Gary Silverstein is praised for his knowledge and expertise in the securitization arena and acts for underwriters, issuers and other market participants in matters relating to mortgage-backed and asset-backed securities. Based in Washington DC, Mark Howe provides expertise in partnerships, financial products, securitizations, capital markets and commodities. Previous mandates included acting for Barclays on the issuance of structured notes and Goldman Sachs Developers Diversified Realty’s credit line securitization. Other notable clients include Morgan Stanley, JPMorgan, BNP Paribas and Deutsche Bank. Since publication, David Miller has moved to Proskauer Rose LLP.
‘A market leader in financial products without a doubt’, Cleary Gottlieb Steen & Hamilton LLP provides ‘excellent service and high-standard advice’. The practice is very active advising investment banks, financial bodies, private equity firms and others on debt and equity transactions, convertible bonds and other hybrid securities, derivatives, and credit default swaps. ‘Notable practitioner’ Erika Nijenhuis focuses on US income tax - particularly in relation to financial products and international tax planning - and advises major investment banks such as Citigroup, Goldman Sachs, Deutsche Bank, Bank of America and JPMorgan. Work highlights included William McRae and Diana Wollman advising Family Dollar on its $9.3bn cash and stock purchase by Dollar Tree. The team also acted for Google in the organization of its new holding company Alphabet, and in its sale of the Motorola Mobility mobile devices business to Lenovo. James Peaslee has advised Freddie Mac, Fannie Mae and Ginnie Mae on mortgage-backed securities. James Duncan (‘one of the best tax lawyers’) advised SABMiller in connection with its proposed acquisition by Anheuser-Busch InBev.
Under the leadership of New York-based partner Richard Catalano, Clifford Chance’s financial products team exhibits ‘excellent, integrated, structured advice in all related tax and corporate areas’, including CLOs, derivatives, commercial real estate and insurance. Catalano is especially known for his work on REITs and has advised clients such as Empire State Realty Trust and Colony American Homes. The ‘authoritative and knowledgeable’ Donald Carden continued to advise global institutions on tax-efficient structures in relation to some of the largest insurance-related deals. William Cejudo has expertise in the tax aspects of structured finance transactions, including those involving RMBS, CMBS, real estate mortgage investment conduits (REMICs), REITs and offshore funds. Clients include Appian Capital, Berkshire Group, Madison International and GoldenTree Asset Management.
A ‘well-known’ name in the tax arena, Davis Polk & Wardwell LLP has built a reputation for being able to develop sophisticated and innovative financial products. The ‘top tax department’ is headed by Avishai Shachar, who focuses on mergers and acquisitions, spin-offs and financial products, and Neil Barr, who advises on tax matters relating to cross-border M&A. In an ongoing work highlight, the team acts for General Electric on several matters relating to the reorganization of GE Capital as part of its plan to reduce the size of its financial services business. Po Sit is an expert on derivatives, partnerships and M&A, often acting for major financial institutions. Menlo Park-based Rachel Kleinberg provides advice to corporate and private equity funds clients.
Laurence Bambino in New York and Michael Shulman in Washington DC lead Shearman & Sterling LLP’s tax group. The team handles the tax aspects of a variety of complex, often cross-border transactions, including M&A, debt offerings, securitizations, debt/equity swaps, REITs and hedge fund transactions, and other financial products. It represents large US and non-US financial institutions and is praised for its expertise in developing innovative products from a tax-efficient perspective. The group advised Liberty Global on the creation of the first ever stock under English law for its operations in Latin America and the Caribbean. In an ongoing matter, Shulman and Robert Rudnick act for Freddie Mac in all matters connected to the development and implementation of Structured Agency Credit Risk (STACR) notes, aimed at reducing its exposure to single-family mortgage credit risks. Kristen Garry is also noted. Other clients include Bank of America, Barclays, Citi, Credit Suisse, Deutsche Bank and General Electric.
Skadden, Arps, Slate, Meagher & Flom LLP’s tax team receives praise for ‘its deep knowledge in the sector’, which is greatly appreciated by clients. It advises blue-chip companies, investment banks, private equity firms, REITs, partnerships and investment managers on all manner of financial product transactions. The team is headed from Chicago by David Polster, who has extensive knowledge in partnership transactions, M&A, REITs and other regulated investment companies (RICs). Victor Hollender is ‘impressive’ and has proven expertise in hybrid capital and derivatives transactions; he acted for Anheuser-Busch in its $20.1bn acquisition of a stake in Mexican beer producer Grupo Modelo. Kirk Wallace advises a wide variety of investment managers and financial institutions on the development of complex derivative and structured products.
‘A force in the financial products area’, Sullivan & Cromwell LLP’s team has a deserved reputation for its advice on hedging transactions, equity monetization strategies, share repurchase programs and cross-border transactions, and is especially renowned for its work on tax matters relating to structured notes. ‘Expert in derivatives taxation’ Ronald Creamer leads the team from the firm’s New York office. The team continued to advise on complex structured notes, including commodity, equity, interest rate and foreign currency-linked notes, for clients such as Wells Fargo, Barclays, Goldman Sachs and UBS. David Hariton and Jeffrey Hochberg are recommended. Other important clients include ACE Limited, Japan Airlines, Rio Tinto and The Madison Square Garden Company.
The ‘excellent team’ of tax lawyers at Covington & Burling LLP is based in Washington DC and serves an array of clients ranging from US and foreign hedge funds, CDO sponsors, mutual funds, banks, pension trusts, corporations, industry groups and high-net-worth individuals. Its practice covers domestic and international transactions, exchange-traded and OTC products and tax-efficient hedging structures, and it is especially adept at developing innovative products such as credit derivatives and other esoteric debt securities. It is also active on the regulatory side, advising on the implications of new legislation. William Paul led advice to the Investment Company Institute regarding the taxation of its member funds and their shareholders, and represented the association before Congress, the Treasury and the IRS. Kurt Baca, Robert Culbertson and Emin Toro acted as counsel to a well-known financial corporation in connection with the structuring and execution of a complex bond exchange linked to the wind-down of a business to optimize tier one capital. Clients include BNP Paribas, ING, Options Clearing Corporation and US Securities Markets Coalition.
The ‘small but efficient’ financial products group at Freshfields Bruckhaus Deringer LLP benefits from the firm’s global standing and provides clients with extensive knowledge and experience in tax matters, with partners ‘heavily involved’ in all transactions. New York-based Robert Scarborough and Claude Stansbury in Washington DC lead the practice. Keynote matters saw the team advising Cheung Kong Holdings and Hutchison Whampoa on the US tax issues associated with the former’s $24bn stock acquisition of the latter, as well as on the reorganization of the combined business. Scarborough led a group advising a high-profile investment management corporation on all aspects relating to its acquisition of securitized assets backed by royalty revenue from patent-protected pharmaceutical products; the overall value of the matter was $300m-plus.
Tax is one of the core areas at McDermott Will & Emery LLP and the group is recognized for its advice on various types of complex financial products. Its clients include top investment banks, public and private investment vehicles, and high-net-worth individuals. Based in New York, practice co-head John Lutz led advice to a global bank on the restructuring of its non-US operations to comply with newly enacted regulations. The group is also acting before the Court of Federal Claims as counsel to Citibank in seeking a tax refund of over $400m. Chicago-based co-head Andrea Kramer is well known for her work on tax planning and compliance matters.
Morrison & Foerster LLP’s financial products team is ‘outstanding and very knowledgeable on current legal events’. Its lawyers advise clients on debt and equity offerings, hybrid securities and structured products, among other things, and its expertise in bank regulatory, corporate and securities law makes it attractive to clients seeking to develop new and innovative financial products. The practice works for Residential Capital on the tax implications of its Chapter 11 bankruptcy proceedings, which include asset sales and the creation of a liquidation trust; co-head of team Tom Humphreys and Remmelt Reigersman lead the advice. The firm also advises container lessor Textainer Group in relation to its international tax structure, securities offerings, credit facilities and container acquisitions. Other clients include Bank of America, BMO Structured Products and Royal Bank of Canada.
Sidley Austin LLP works for leading world banks, securities firms, European and Asian private and sovereign issuers, borrowers and other market participants in a variety of public and private securities transactions. Its lawyers are renowned for their expertise in structured notes, swaps, hedging transactions and market derivatives. Work highlights included acting for the underwriters in BHP Billiton’s issuance of $1bn of subordinated fixed-rate reset notes. The team is led by Robert Kreitman in New York. Kreitman was in charge of the team advising Goldman Sachs as joint agent and book-runner in Passenger Railroad Insurance’s $275m catastrophe bond issuance. David Miller acted for REIT client Ventas in its equity offering program of $1bn of common stock. Other clients include Barclays, Deutsche Bank, General Electric and JPMorgan.
With an ‘excellent track record’ in the financial products arena, Squire Patton Boggs provides counsel to hedge funds, sovereign wealth funds, international banking associations and insurance brokers. Previous work included advising clients on Intergovernmental Agreements (IGA) connected to the Foreign Account Tax Compliance Act (FATCA). Stephen McHale is noted. Micah Green left the team to join Steptoe & Johnson LLP.
Dentons provides financial products advice to prominent financial institutions and has earned a good reputation for its advice related to the tax implications of swaps and other derivatives, risk-transfer structures, and debt and equity issuances. The group acted for Credit Suisse Securities (USA) on its $371m Rule 144A offering of residential mortgage-backed securities, backed by mortgages purchased from originators by DLJ Mortgage Capital. The ten-lawyer team is led by Jeff Koppele.
Linklaters LLP continues to build its reputation in the financial products arena and provides tax advice to an outstanding roster of financial institutions. New York-based global head of tax Gordon Warnke and Shane Milam advised ACS and ACS’ yieldco, Saeta Yield, on the tax aspects of the latter’s secondary offering of 51% of its shares and on the M&A transaction with Global Infrastructure Management. It also acted for Visa Europe on the sale of its total share capital to Visa Inc.; this included negotiating the structure of the terms of the €5bn of preferred stock being issued by Visa Inc. in relation to the deal. Mayer Brown’s financial products practice is a respected name in the market. One of the factors underpinning this is the work of Mark Leeds, which includes handling capital markets, structured finance, derivatives, financial products and insurance-related transactions. The team acted for Vanbridge Life and Annuity on the issuance of annuity products sold to wealth fund investors; it also advised Amtrak on the issuance of catastrophe bonds to fund reinsurance of Amtrak’s exposure to storm surge, wind storm and earthquake risk. Clients include Santander Consumer and Barclays Capital.
Under Jeffrey Uffner’s direction, Stroock & Stroock & Lavan LLP’s team acts as counsel to important participants in the market on a wide variety of transactions, involving commodities, derivatives, designed structures and pervasive regulatory issues.
Index of tables
- Kimberly Blanchard - Weil, Gotshal & Manges LLP
- Andrew Braiterman - Hughes Hubbard & Reed LLP
- Ronald Creamer - Sullivan & Cromwell LLP
- Robert Culbertson - Covington & Burling LLP
- Gary Friedman - Debevoise & Plimpton LLP
James Fuller -
Fenwick & West LLP
- Stephen Gordon - Cravath, Swaine & Moore LLP
Hal Hicks -
Skadden, Arps, Slate, Meagher & Flom LLP
- Kenneth Klein - Mayer Brown
- Andrew Needham - Cravath, Swaine & Moore LLP
Paul Oosterhuis -
Skadden, Arps, Slate, Meagher & Flom LLP
Yaron Reich -
Cleary Gottlieb Steen & Hamilton LLP
- David Rosenbloom - Caplin & Drysdale, Chartered
Leslie Samuels -
Cleary Gottlieb Steen & Hamilton LLP
- Robert Scarborough - Freshfields Bruckhaus Deringer LLP
- Michael Schler - Cravath, Swaine & Moore LLP
- Peter Schuur - Debevoise & Plimpton LLP
- Andrew Solomon - Sullivan & Cromwell LLP
- Davis Wang - Sullivan & Cromwell LLP
- Lowell Yoder - McDermott Will & Emery LLP
Baker McKenzie LLP’s ‘knowledgeable’ and ‘practical’ department is ‘highly professional, displays complete dedication to supporting its clients’ and is ‘particularly strong in internal restructuring’. The team is jointly led by Jeff Maydew in Chicago and Christine Agnew Sloan in Washington DC. Palo Alto-based John Peterson and San Francisco-based Kirsten Malm led the work for Agilent Technologies in relation to the $5bn spin-off of Keysight Technologies, a new publicly traded company. Malm also advised Expedia on a range of matters, including the sale of its Chinese mobile and travel service eLong for $671m. New York-based Jonathan Stevens assisted Johnson & Johnson with its $1.75bn acquisition of Alios BioPharma, and with its sale of its Cordis business to Cardinal Health for $1.99bn. The ‘exceptional’ team includes New York-based Thomas May, who is ‘extremely talented’, John McDonald in Chicago, who ‘understands the technical issues’, and the ‘highly regarded’ Susan Stone in Houston. Peter Daub joined Morgan, Lewis & Bockius LLP in 2016.
The New York-based team at Cleary Gottlieb Steen & Hamilton LLP has ‘strong expertise’ and provides an ‘excellent service’. It has ‘outstanding cross-border capabilities’ and is praised for its ‘innovative approach’. Yaron Reich (‘outstanding’) and Jason Factor advised Medtronic on its $50bn acquisition of Covidien to form one of the world’s largest medical technology and services companies, under an Irish plc. Factor also advised Actavis on its high-profile $70.5bn acquisition of Allergan. Meyer Fedida, who was promoted to partner in 2015, led a consortium of TPG, PAG Asia Capital and the Ontario Teachers’ Pension Plan on a series of high-profile acquisitions, including the $1.2bn acquisition of the DTZ businesses from UGL and the $2bn acquisition of Cushman & Wakefield. Elsewhere, a team led by Erika Nijenhuis advised Credit Suisse on a bail-in, debt offering by Credit Suisse Group Funding (Guernsey), and a team led by James Duncan (‘first-rate technical knowledge allied to strong commercial acumen’) assisted SABMiller with its $105.5bn acquisition by Anheuser-Busch InBev. William McRae is also a name to note. The ‘exceptional’ Diana Wollman, formerly director of international strategy for the IRS’s large business and international division, joined the team in February 2015.
In New York, the team at Cravath, Swaine & Moore LLP has ‘strong technical ability on complex international transactions’ and is commended for its skill in developing innovative financing structures. Lauren Angelilli and Christopher Fargo are representing Anheuser-Busch InBev in its acquisition of SABMiller and in the $12bn sale of SABMiller’s US and global Miller branded businesses to Molson Coors. Alongside the ‘extremely knowledgeable’ Stephen Gordon, Angelilli is also advising Cameron International on its proposed $15bn sale to Schlumberger. Michael Schler led advice to British American Tobacco in its $4.7bn investment in Reynolds American. ‘Excellent communicator’ Andrew Needham worked alongside Fargo in advising Crown Castle International on the $1.6bn sale of its Australian subsidiary. J. Leonard Teti is advising Grupo Villar Mir and its subsidiary Grupo FerroAtlántica on its combination with Globe Specialty Metals.
The department at Davis Polk & Wardwell LLP advises on complex cross-border transactions and corporate structures, as well derivatives and other financial products. The New York-based department is co-led by the ‘first-rate’ Avishai Shachar and the ‘experienced’ Neil Barr, who together advised Comcast on its proposed but ultimately terminated agreement to merge with Time Warner Cable. In a matter led by Barr, Michael Mollerus and Michael Farber, the team also advised General Electric on the reorganization of General Electric Capital Corporation’s businesses, which included the separation of GE Capital’s US and non-US operations, and the consolidation of its non-US operations under a UK holding company. Kathleen Ferrell is advising a GO Scale Capital-led consortium on its acquisition of an 80.1% interest in Philips’ LED components and automotive lighting business. Po Sit is experienced in advising financial institutions on derivative products, partnerships and M&A. David Schnabel recently joined from Debevoise & Plimpton LLP, while Harry Ballan retired from the partnership.
Debevoise & Plimpton LLP’s ‘strong’ and ‘creative’ New York-based department has a ‘deep bench’ that also benefits from close ties with the firm’s London and Paris offices. Led by Burt Rosen, the department has an ‘excellent reputation’ for handling complex M&A transactions, private equity and hedge fund formation, financing, bankruptcy, and restructuring. Rosen worked alongside the ‘extremely intelligent’ and ‘responsive’ Peter Schuur in advising CPP Investment Board on its $12bn acquisition of GE Capital’s sponsor lending business, Antares Capital. The ‘brilliant’ Peter Furci is advising The Dolan Family, controlling stockholders of Cablevision, on Cablevision’s $17.7bn sale to Altice. Rosen also worked alongside Gary Friedman in advising Exor on its $6.9bn acquisition of PartnerRe. Additional highlights included representing Activision Blizzard in its $5.9bn acquisition of King Digital Entertainment and acting for StanCorp Financial Group in its $5bn sale to Meiji Yasuda Life. Clayton Dubilier & Rice, Baring Private Equity Asia and Allergan are also clients. David Schnabel recently joined Davis Polk & Wardwell LLP.
The tax team at Latham & Watkins LLP utilizes the firm’s international network of offices to provide ‘top-notch’ advice on an array of high-profile cross-border transactions. Global chair of international tax Nicholas DeNovio, who is based in Washington DC, worked alongside Laurence Stein in Los Angeles to advise Allergan on the $40.5bn sale of its global generics business to Teva Pharmaceutical Industries, as well as its $73bn sale to Actavis. New York-based David Raab, the former global tax department chair, led advice to Avago Technologies in its $37bn acquisition of Broadcom. Additional highlights included advising Sorin on its $2.7bn merger with Cyberonics, advising Globe Specialty Metals on its $3.1bn merger with Grupo FerroAtlantica and acting for Avanir Pharmaceuticals in its $3.5bn sale to Otsuka Pharmaceutical. In San Francisco, Kirt Switzer is ‘excellent’, and New York-based Jiyeon Lee-Lim - the new global tax department chair - is ‘highly recommended’.
Skadden, Arps, Slate, Meagher & Flom LLP’s team is based across the firm’s Los Angeles, Washington DC, Chicago and New York offices and is ‘experienced’ in high-profile, cross-border transactions. It advised Coca-Cola on several matters, including its $2.9bn joint venture with SABMiller and Gutsche Family Investments to form Coca-Cola Beverages Africa, and the combination of Coca-Cola Enterprises, Coca-Cola Iberian Partners and Coca-Cola Erfrischungsgetränke to form Coca-Cola European Partners. Sally Thurston in New York and Nathaniel Carden in Chicago led advice to Covidien in its $43bn acquisition by Medtronic, and Victor Hollender in New York advised Anbang Insurance on its $1.9bn acquisition of the Waldorf Astoria from Hilton Worldwide. Clients also include Yahoo!, GIC and XL Group. In Washington DC, global international tax practice head Hal Hicks is ‘outstanding’, and the ‘fantastic’ Paul Oosterhuis is ‘a real go-to guy in the market’. The firm’s global tax group is led by Stuart Finkelstein in New York and Eric Sensenbrenner in Washington DC.
The New York-based team at Sullivan & Cromwell LLP has considerable cross-border tax planning expertise, particularly in matters involving French and UK law. It is also experienced in the issuance of complex structured notes and has advised clients such as Barclays, Wells Fargo, Goldman Sachs and UBS. Department head Ronald Creamer advised Kraft on its $55bn merger with Heinz to create The Kraft Heinz Company. Davis Wang led tax advice to New Business Netherlands (to be renamed Ferrari NV) in its filing with the SEC related to the Ferrari IPO, and advised Teva Pharmaceutical Industries on its $40.5bn acquisition of Allergan’s generics business. The team also advised Fiat Chrysler Automobiles on several matters, including its establishment as the new holding company of the Fiat Chrysler Group, and several capital markets deals. The ‘knowledgeable team’ includes Andrew Solomon (‘experienced’), Andrew Mason, David Hariton and Eric Wang.
The ‘responsive’ department at Mayer Brown provides ‘thoughtful, accurate advice’ and is particularly noted for its ‘creativity’ and ‘client dedication’. The team ‘excels in complex mandates’, including cross-border M&A, spin-offs, corporate migrations, structured financings and financial products, and benefits from an ‘outstanding’ reputation for tax controversy. The team advised Altice on its acquisition of Cablevision for $17.7bn, as well as its acquisition of a 70% stake in Suddenlink. It also advised Yum! Brands on the proposed spin-off of its China business to create two independent publicly traded companies. In Chicago, Thomas Kittle-Kamp is ‘first rate’, Kenneth Klein in Washington DC is ‘very experienced’, and in New York, Jason Bazar is ‘user friendly’ and Brian Kittle has an ‘excellent manner with clients’.
Led by the ‘outstanding’ Lowell Yoder in Chicago, the ‘vast’ team at McDermott Will & Emery LLP advises on cross-border transactions and international transfer pricing. The team has ‘broad and deep subject matter expertise’ and delivers ‘accurate and timely advice’, and is particularly noted for its knowledge of IP-related tax law. Highlights included advising Caterpillar on acquisitions, transfer pricing and tax litigation. It is also acting for Ensco, a UK-listed offshore company, in a US Tax Court case. Key individuals include James Riedy, David Noren, Timothy Shuman and Philip Levine in Washington DC, and Silicon Valley-based Paul Dau (of counsel). Dwight Mersereau joined Crowell & Moring LLP in October 2015, while in Dallas, the firm welcomed the arrival of Todd Welty, Mark Thomas and Laura Gavioli from Dentons.
Paul, Weiss, Rifkind, Wharton & Garrison LLP’s ‘fantastic’ tax department delivers advice on high-profile cross-border transactions from its New York base. Department co-head Jeffrey Samuels advised Burger King Worldwide on its $11.4bn acquisition of Tim Hortons, a Canada-based multinational, and co-head Richard Bronstein led advice to KIK International in its $1.6bn acquisition by Centerbridge Partners. The ‘excellent’ Scott Sontag advised Grupo Salinas on its $2.5bn sale of Mexico-based wireless company Iusacell to AT&T, and David Mayo assisted Exor with its $6.9bn unsolicited cash bid for PartnerRe. Key individuals also include the ‘knowledgeable and astute’ David Sicular, Brad Okun, who is a ‘real name to note’, and Patrick Karsnitz, who is an expert on tax issues relating to private investment funds.
Jointly led by Laurence Bambino in New York and Michael Shulman in Washington DC, the team at Shearman & Sterling LLP focuses on cross-border structuring, joint ventures and strategic planning, and acts for a range of global corporate entities and financial institutions. The department advised Liberty Global on the creation of a tracking stock under English law for its operations in Latin America and the Caribbean. It is also advising Liberty Global in matters relating to its $23.3bn acquisition of Virgin Media in a stock and cash merger transaction through a new UK holding company. Douglas McFadyen in New York assisted Dow with the carve-out and transfer of its chlor-alkali business. Kristen Garry in Washington DC is also recommended.
Simpson Thacher & Bartlett LLP’s ‘insightful’ team is praised for its ‘experience, consistency and depth of team’. It advises multinationals, banks and investment funds on the tax aspects of cross-border M&A, financing, capital markets transactions, restructuring, fund formation and real estate transactions. New York-based department head John Hart advised Hellman & Friedman on the organization of Hellman & Friedman Capital Partners VIII, and acted for Blackstone on the $23bn acquisition of the US and non-US real estate assets of GE Capital Real Estate. The ‘fantastic’ Robert Holo in New York advised Vista Partners on its $6.5bn acquisition of Solera and Katharine Moir in Palo Alto advised Dell and Silver Lake on the pending acquisition of EMC. Also based in New York are the ‘excellent’ John Creed, and Marcy Geller, who is ‘practical’ and ‘concise on drafting’.
Weil, Gotshal & Manges LLP’s team ‘delivers a very high level of service’ and ‘speedy response times’ and has an ‘excellent understanding’ of complex matters. It has key players in its New York, Dallas and Washington DC offices. In Dallas, Jared Rusman advised Willis Group on its $18bn merger with Towers Watson, while in New York, ‘outstanding legal brain’ Kimberly Blanchard assisted Avolon Holdings with its $7.6bn sale to Bohai Leasing. The firm is also advising General Electric in relation to its sell-off of most of GE Capital’s assets, and advised on the $6.9bn sale of its fleet businesses in the US, Mexico, Australia and New Zealand to Element Financial Corporation, and the sale of its European fleet businesses to Arval Service Lease. New York-based Kenneth Heitner and Martin Pollack lead the department; Stuart Goldring is noted for his ‘technical tax knowledge and his ability to communicate in a language that can be understood’.
White & Case LLP regularly advises on cross-border transactions as well as tax controversy and transfer pricing matters. Recent highlights include advising Hikma Pharmaceuticals on its $2.65bn acquisition of Roxane Laboratories and Boehringer Ingelheim Roxane from Boehringer Ingelheim. It also advised Regal Beloit on its $1.44bn acquisition of Emerson Electric’s Power Transmissions Solutions business. New York-based department head William Dantzler is recommended, as are David Dreier and John Lillis.
Caplin & Drysdale, Chartered handles tax planning and tax controversy matters with international elements on behalf of multinational corporations, financial institutions and individuals. The team is based across the firm’s Washington DC and New York offices, and is jointly led by Scott Michel and Mark Allison. David Rosenbloom has ‘an excellent reputation’ and is ‘very experienced’ and Patricia Lewis is recommended for transfer pricing. Clark Armitage and of counsel Peter Barnes are other names to note.
The New York-based team at Clifford Chance is ‘technically excellent’ and has ‘deep industry knowledge’, and benefits from the firm’s established network of offices worldwide. The team advised Exeter Property Group on the establishment of its European investment platform, and on its separate accounts with Morgan Stanley and GIC. The team also assisted Fidelis Insurance with the formation of Fidelis Insurance Holdings, and its $1.5bn equity capital raise. Richard Catalano heads the team; Donald Carden and Mike Seaton are experienced advising on complex tax structuring in insurance-related matters. David Moldenhauer is ‘outstanding’ on international tax and Philip Wagman is also noted.
Covington & Burling LLP’s ‘knowledgeable’ team is recognized for its ‘sheer depth of expertise’ and advises on international tax planning of inbound and outbound investments, compliance and controversy matters, and transfer pricing. Key highlights included advising Accenture on the merger of Accenture SCA into Accenture Holdings. The largely Washington DC-based team includes department chair Daniel Luchsinger, Samuel Maruca (who recently returned to the firm after a period of time at the IRS), Dirk Suringa, Michael Caballero and Robert Culbertson.
DLA Piper LLP (US) provides an ‘excellent service’ in international tax matters, with the team able to rely on a ‘large international footprint’. It routinely advises on cross-border M&A, tax planning, investment fund structures, VAT projects and transfer pricing. Michael Hardgrove advised Carbonite on the international expansion of the NASDAQ-listed software company, as well as its $20m acquisition of German software company MailStore. Clients also include Skechers USA, Juniper Networks, SuccessFactors and Hasbro. Key team members include department co-heads David Colker and Sang Kim (‘brilliant reputation’), who are both based in Silicon Valley; the ‘very astute’ Sibel Owji, who is based in the firm’s San Francisco office; and Miami-based Michael Silva, who is ‘very responsive to clients’ needs’.
The ‘outstanding’ department at Dechert LLP is ‘very responsive’, advising on complex tax matters pertaining to acquisitions, restructuring, securitization, financing, funds, REITS and transfer pricing. The team advised MacAndrews & Forbes Holdings on its multi-jurisdictional acquisition of Merisant Company. It also acted for Lumara Health in the sale of its Maternal Health business to AMAG Pharmaceuticals and the sale of Women’s Health-Care to Elan Pharma International. Daniel Dunn heads the department from New York, where Richard Hervey and Michael Hirschfeld are also based. In Philadelphia, Edward Lemanowicz and Richard Wild are recommended, and Boston-based Adrienne Baker is experienced advising private and regulated investment companies.
Fenwick & West LLP’s ‘superb’ California-based team contains a ‘number of very experienced lawyers’. It regularly acts on complex international joint venture transactions and cross-border M&A, as well as, recently, a number of high-profile inversions. The team, which is led by David Forst, is also noted for its tax controversy and transfer pricing expertise. Other key team members include consulting attorney Ronald Schrotenboer; Kenneth Clark, who heads the tax litigation team; James Fuller, who is ‘very experienced on transfer pricing’; and Jennifer Fuller.
Freshfields Bruckhaus Deringer LLP’s ‘small, but top-quality offering’ is ‘very experienced’ in cross-border financial and corporate transactions, as well as tax structuring and compliance. Headline matters included advising Japan Tobacco Group on its $5bn acquisition of the non-US operations of Reynolds American’s Natural American Spirit business, advising Dubai Aerospace Enterprise on the sale of StandardAero to an affiliate of Veritas Capital for $2.1bn, and acting for TelecityGroup in a proposed all-share merger with InterXion Holding and the subsequent agreement to be acquired by Equinix. The ‘brilliant’ Robert Scarborough in New York and Claude Stansbury in Washington DC head the department.
Based across its Chicago and New York offices, the team at Kirkland & Ellis LLP draws praise for its ‘efficient’ and ‘top-quality’ advice and for its ‘fantastic transactional expertise’, particularly in relation to corporate and private equity M&A. The team advised Molson Coors on its agreement with Anheuser-Busch InBev to purchase SABMiller’s 58% stake in MillerCoors for $12bn. It also advised Macquarie Infrastructure and Real Assets on the acquisition of Cleco Corporation, and acted for IGATE in its merger with Capgemini. In New York, Russell Light and Dean Shulman are recommended. Todd Maynes and Mike Carew are also names to note.
Linklaters LLP’s team focuses on corporate tax planning and complex cross-border transactions, including M&A, financing, private equity matters, bankruptcy and insolvency. It advised Visa Europe on the €21.2bn sale of Visa Europe to Visa Inc. Other clients include General Electric, Triton, KKR and Deutsche Bank. Global head of tax Gordon Warnke is based in New York, as is newly promoted partner Andrew Morris. Jasper Howard and David Brockway in Washington DC are also noted.
The ‘astute’ team at Sidley Austin LLP is frequently involved in cross-border transactions, including acquisitions, dispositions, financings, licensing arrangements, joint ventures, structuring and restructuring, and it is regarded for its insurance and investment funds expertise. Recent highlights include advising General Electric on the proposed but ultimately terminated sale of its appliances business to Electrolux for $3.3bn. The team also advised Recall Holdings on its $2.6bn acquisition by Iron Mountain, and Stericycle on its $2.3bn acquisition of Shred-it International. In New York, Laura Barzilai and Robert Kreitman are ‘excellent’, and Christian Brause was recently promoted to partner. Los Angeles-based Edwin Norris and Sharp Sorensen in Chicago are also recommended. Gary Kaplan recently retired.
Wachtell, Lipton, Rosen & Katz is ‘outstanding for transactional matters’ and is recognized as a ‘tremendous player in the market’. It advises on corporate reorganizations, acquisitions, spin-offs, financings, restructurings and joint ventures for multinational clients. The ‘exceptional’ New York-based team includes Jodi Schwartz, Deborah Paul, Eiko Stange and Joshua Holmes.
Allen & Overy LLP utilizes its ‘global reach’ in advising on high-profile cross-border financial and corporate transactions. It advised Vanke on its joint venture with Tribeca Associates to acquire the Bush Tower in New York, and assisted Ivanhoé Cambridge with its equity investment in TPG RE Finance Trust. It also acted for International Game Technology in its merger with GTECH. The New York-based team is led by Jack Heinberg; Dave Lewis is also recommended.
The ‘outstanding’ department at Baker & Hostetler LLP is primarily based in the firm’s Washington DC office and commended for its ‘cutting edge’ experience. It advised a multinational private equity client on restructuring transactions involving a Chinese business prior to an IPO. The ‘commercially astute’ team includes Paul Schmidt, who has ‘a fantastic reputation’.
Greenberg Traurig, LLP advises on tax efficient operations, structures and financings. Practice chair Mary Voce is based in New York and is ‘very experienced’, and in Miami, Seth Entin handles federal income tax matters and Ozzie Schindler advises on international tax planning for private and corporate clients. Robert Simon, who splits his time between the Washington DC and Denver offices, and New York-based Kenneth Zuckerbrot, deliver advice on both inbound and outbound transactions.
Washington DC-based firm Miller & Chevalier Chartered advises major multinationals in key public and private deals, and also provides expertise in transfer pricing, cash management planning, audits and litigation. It is representing Starr International Company in a refund case involving the determination of US tax treaty benefits. George Hani heads the team; other names to notes are Rocco Femia, Kevin Kenworthy and Layla Asali.
Morrison & Foerster LLP provides ‘great turnaround times’ and demonstrates ‘strong depth of knowledge’. It advises domestic and international corporations on the structuring and implementation of acquisitions and dispositions, as well as financial products. San Francisco-based Bernie Pistillo advised VMware in relation to its proposed but cancelled joint venture with EMC Corporation, and acted for SoftBank in its $250m investment in Legendary Entertainment. Thomas Humphreys in New York heads the team alongside David Strong, who operates out of the firm’s New York and Denver offices. Also based in New York is Remmelt Reigersman, who is ‘knowledgeable, prompt and has a strong knowledge of the structured products market’. Of counsel Joy MacIntyre in San Francisco is also recommended.
Paul Hastings LLP’s team has solid bases on the west and east coasts, as well as in Atlanta, Houston and Chicago. It advises on cross-border transactions, and is particularly active in deals involving Asia, Latin America and Europe. Andrew Short heads the department and advised Black Ivy on infrastructure investments in Ghana and Tanzania, while Joseph Opich led advice to Strategic Hotels & Resorts and Brookfield Real Estate Finance. Short and Opich are both based in New York. Other key individuals include Douglas Schaaf in Orange County, Thomas Wisialowski in Palo Alto and Alexander Lee in Los Angeles.
Sutherland Asbill & Brennan LLP’s ‘impressive’ department advises on cross-border transactions as well as compliance, structuring and restructuring. Its client base includes a number of multinational corporations. Washington DC-based Jerome Libin and Mark Smith head the team; other names to note are Robert Chase, who is ‘fantastic’, and Aaron Payne.
Vinson & Elkins LLP advises on cross-border transactions for private equity funds and global companies and is particularly strong in the energy sector. It advised CPP Investment Board and The Broe Group on an agreement to acquire Denver Julesburg Basin oil and gas assets in Colorado from Encana Oil & Gas for $900m. Riverstone Holdings, Apollo Global Management and PetroRio are also clients. Houston-based George Gerachis leads the department. Thomas Crichton in Dallas is also a name to note.
Baker Botts L.L.P. has ‘prowess in the energy sector’ as well as experience in technology-related deals, and is often engaged by US and international clients on cross-border transactions. Houston-based Derek Green heads the team; Don Lonczak splits his time between the firm’s New York and Washington DC offices and has ‘strong expertise’.
Cadwalader, Wickersham & Taft LLP advises on a range of tax-efficient M&A structures, restructuring and capital markets transactions, and represents domestic and multinational corporations, private equity firms and investment banks. The team is advising Procter & Gamble on the $15bn pending split-off and tax-free merger of 43 of its beauty brands with Coty. New York-based Linda Swartz heads the team. Since publication, David Miller has moved to Proskauer Rose LLP.
Chadbourne & Parke LLP advises major public companies, private equity and hedge funds, and financial institutions. It advised Access Industries on the sale of its interest in TNK-BP to Rosneft, and also advised the Republic of Turkey on its sale of a 23.9% stake in Halkbank. William Cavanagh in New York heads the department.
Curtis, Mallet-Prevost, Colt & Mosle LLP regularly handles the tax aspects of cross-border transactions, and is advising Santiago Calatrava on a range of matters, including a $15m project in Qatar. Gordon Food Service, Centro Fashion Group and Access Industries are also clients. Alan Berlin heads the team from New York, where the ‘very experienced’ William Bricker is also based.
Benefitting from its global network, Dentons advises on outbound and inbound transactions, international investment, and transfer pricing and compliance. It acted for Feiyu Technology International Company in its IPO, and the related listing of its shares on the Hong Kong Stock Exchange. It also advises Gávea Investimentos on its operations and investment arrangements. The team is led by Marc Teitelbaum in New York. John Harrington in Washington DC is also recommended.
The New York-based team at Hughes Hubbard & Reed LLP acts for corporations and individuals, and regularly advises on the structuring and negotiation of corporate transactions as well as on tax planning and controversy. It advised Merck & Co. on its $9.5bn acquisition of Cubist Pharmaceuticals, and assisted AMC Networks with its $200m acquisition of a 49.9% stake in BBC America. The ‘fantastic’ Andrew Braiterman heads the team and Alexander Anderson is also singled out for praise.
The ‘smart’ team at Kramer Levin Naftalis & Frankel LLP has the ‘ability to cut right through to the answer’ and ‘always responds rapidly’. Its clients include multinational and mid-size corporations, private equity and hedge funds, and high-net-worth individuals. Barry Herzog is advising the first lien noteholders in the Caesars Entertainment Operating Company bankruptcy, and acted for Genco Shipping & Trading in the acquisition of Baltic Trading. The team is led by Howard Rothman; Pamela Capps is also recommended. All lawyers mentioned are based in New York.
Highlights for the team at Proskauer Rose LLP included advising Montagu Private Equity on the successful closure of its fifth fund, and acting for SJP Properties in the sale of a 45% equity interest in Eleven Times Square to the Government Pension Fund of Norway. Other clients include Ares Management, American Realty Capital and BTG Pactual. In New York, Ira Bogner heads the team and Martin Hamilton is also noted. Since publication, David Miller has joined from Cadwalader, Wickersham & Taft LLP.
Reed Smith LLP’s international tax and transfer pricing team advises multinational clients on cross-border transactions, planning and pricing structures. Its clients include Alterna Capital Partners and Wilmington Trust. James Tandler heads the team from New York, where David Hryck is also based. Jeffrey Korenblatt in Washington DC is ‘a strong technical international tax lawyer’ and ‘a nimble problem solver’.
The ‘top-quality’ team at Steptoe & Johnson LLP is ‘very responsive’ and ‘really knows its stuff’. The group is led out of Washington DC by Robert Rizzi and Lisa Zarlenga, who recently returned to the firm after a spell as tax legislative counsel at the Treasury Department’s Office of Tax Policy. Recent work includes advising a financial institution on various international and domestic tax issues. Washington DC-based Philip West is ‘excellent’, and Beth Tractenberg joined the New York office in 2015 from Katten Muchin Rosenman LLP.
The ‘highly recommended’ Boston-based department at Sullivan & Worcester LLP advises US clients on foreign investments, and also acts for foreign investors on the tax implications of investments in the US. Recent work includes advising Equinix on its REIT conversion and its associated global restructuring. Department chair Douglas Stransky is ‘very smart, customer-oriented’ and ‘understands the interrelationship between business and tax’. Ameek Ashok Ponda, Christopher Curtis and of counsel David Kaplan are also recommended.
Thompson & Knight LLP delivers advice on inbound and outbound investments and tax planning. It also advises various organizations on cross-border philanthropic and charitable matters. Clients include Vitro, Oil India Limited and EnCap Investments. In Dallas, department head John Cohn is recommended, as is Joe Rudberg. Houston-based Roger Aksamit is another name to note.
US taxes: contentious
Index of tables
US taxes: contentious
Chamberlain, Hrdlicka, White, Williams & Aughtry
- McDermott Will & Emery LLP
Miller & Chevalier Chartered
Sutherland Asbill & Brennan LLP
Jerold Cohen -
Sutherland Asbill & Brennan LLP
- Miriam Fisher - Latham & Watkins LLP
- Paul Frankel - Morrison & Foerster LLP
Fred Goldberg -
Skadden, Arps, Slate, Meagher & Flom LLP
- Roger Jones - McDermott Will & Emery LLP
- Gerald Kafka - Latham & Watkins LLP
- Thomas Kittle-Kamp - Mayer Brown
- Larry Langdon - Mayer Brown
Raj Madan -
Skadden, Arps, Slate, Meagher & Flom LLP
- John Magee - Morgan, Lewis & Bockius LLP
- Mark Oates - Baker McKenzie LLP
Emily Parker -
Thompson & Knight LLP
- Jean Pawlow - McDermott Will & Emery LLP
- Christopher Rizek - Caplin & Drysdale, Chartered
John Williams -
Skadden, Arps, Slate, Meagher & Flom LLP
- Joel Williamson - Mayer Brown
- Jerold Cohen -
With around 60 specialists, Baker McKenzie LLP’s tax litigation team has one of the deepest benches around, and assists clients in the full range of contentious tax matters. Dallas-based practice head Robert Albaral took the lead in the successful representation of Pilgrim’s Pride at the Fifth Circuit in a dispute involving nearly $100m. A team from the Chicago office secured certainty on behalf of Starbucks after the coffee giant entered into a ten-year bilateral advance pricing agreement (APA) with the IRS and the Canada Revenue Agency. Chicago-based Mark Oates has a high standing in the market and Duane Webber in Washington DC can ‘distil technical arguments into a few meaningful concepts’. Clients include American Airlines, Dresser-Rand and Guardian Industries and also Medtronic, which the team has a longstanding relationship with and currently represents in all aspects of its administrative tax disputes and tax litigation. Mark Roche in San Francisco and Susan Ryba in the Chicago office were made partners.
‘Excellent firm’ Caplin & Drysdale, Chartered provides a ‘first-class’ service in all matters, from voluntary disclosures and IRS investigations to offshore-related matters. The 13 partners are led by the ‘practical and hands-on’ Mark Allison in New York and Washington DC-based Scott Michel, who ‘brings years of industry experience and knowledge to bear on client issues’. Christopher Rizek, also in Washington DC, is highly regarded in the field. The team represented the co-founder and owner of the Hard Rock Cafe in a Court of Federal Claims suit against the IRS seeking a tax refund of approximately $10m. In another Court of Federal Claims suit, it is acting for insurance company AIG in a dispute with the United States regarding a payment of $30m in interest derived from a tax overpayment for the 1991 tax year. Dianne Mehany was promoted to member, while transactional tax and private client specialist Jonathan Brenner joined from Feingold & Alpert, LLP. Peter Lowy went to Chamberlain, Hrdlicka, White, Williams & Aughtry.
Latham & Watkins LLP’s six-lawyer team provides ‘superb value for money’ and has vast tax litigation experience in the US Tax Court, Court of Federal Claims, district courts, courts of appeals and the Supreme Court, and is also well versed in finding resolutions during the administrative process. The ‘strategic, articulate and confident’ global chair Miriam Fisher (Gerald Kafka moved to of counsel status) provides advice that is ‘practical, pragmatic, tactically astute and legally impeccable’. Fisher is assisting blender manufacturer Vitamix determine its tax liability in Michigan in tax refund litigation involving the use of a favorable income apportionment method. ‘Excellent adviser’ Brian McManus, who puts clients ‘in stressful tax controversy situations at ease’, represented Guidant Financial and several of its clients in connection with numerous IRS examinations, appeals and Tax Court cases. Other notable clients are Carlson Capital and Palace Exploration.
Mayer Brown’s 17-partner practice is led by Joel Williamson and Thomas Kittle-Kamp in Chicago and Brian Kittle in New York. The team is particularly well versed in disputes before the Tax Court; in a follow on to the Xilinx litigation, it is acting as co-counsel to Altera in a challenge to the IRS’s regulations, which demand that amounts attributable to equity compensation have to be included in the pool of costs following a cost-sharing arrangement. A team including Williamson and Kittle-Kamp is representing Boston Scientific and its subsidiaries in the ‘Guidant’ case, a large transfer pricing dispute in the Tax Court. In another case before the Tax Court, a team is advising Tyco International on the deductibility of interest paid by Tyco’s US entities to a related finance company in Switzerland. Tom Durham from the Chicago office retired, while Kristin Mikolaitis and Erin Gladney, both in the New York office, were promoted to partner. Palo Alto-based Larry Langdon is another important member of the team.
Barton Bassett and Joshua Brady lead Morgan, Lewis & Bockius LLP’s tax group, which has 15 tax controversy partners based across its offices in Silicon Valley and Washington DC. As a consequence of the firm’s merger with Bingham McCutchen, the practice gained considerable strength; among the seven new recruits specializing in tax disputes are David Curtin and Beth Williams. The team is particularly well versed in transfer pricing matters, and recently represented Amazon in a $3.4bn income adjustment transfer pricing case. In another matter, the team is acting for Google in an income tax deduction case relating to its transfer of a stock warrant to AOL. In a case involving the application of employment and income tax to foreign flight attendants, the team acted as tax counsel to American Airlines, which ended in favorable terms for the client. John Magee in the Washington DC office is considered a renowned practitioner in the market. Sheri Dillon joined the office from Vinson & Elkins LLP.
Kenneth Gideon leads Skadden, Arps, Slate, Meagher & Flom LLP’s tax group, which is adept at tax litigation and experienced in controversy resolution at both the examination and appeals levels. Raj Madan continued to act for Amazon in the IRS’s challenge of its transfer pricing position and successfully argued Amazon’s motion to quash the IRS trial subpoena for Mr. Bezos’ testimony. In the first-ever case to be tried implicating the IRS’s cancellation of an APA, the team represented industrial manufacturer Eaton Corporation, and it is currently overseeing the drafting of the extensive post-trial briefs. In another case before the Tax Court, the team is representing pharmaceutical company Mylan in relation to the tax characterization of the disposition of an interest in certain intellectual property. A team including John Williams is acting for Ingersoll Rand before the Tax Court regarding an IRS challenge to treaty benefits claimed to reduce withholding tax on intercompany interest payments. Washington DC-based Fred Goldberg is another key figure.
Chamberlain, Hrdlicka, White, Williams & Aughtry’s ‘excellent’ department is made up of ‘great tax controversy lawyers that, unlike some other firms, will take a case to trial.’ David Aughtry (‘one of the top tax trial lawyers in the US’) and George Connelly lead the team, which includes a number of former tax litigators from the DOJ’s Tax Division and the IRS Office of Chief Counsel. The ‘incredibly smart and analytical’ Larry Campagna represented Discovery Land Company in a Tax Court case of first impression against the IRS. New client gains include Minchem International, which the team successfully represented in a civil fraud penalty case, which relates to the IRS’s assertion - and subsequent 75% penalty - that both Minchem and founder Jerry Sun profited from a money transfer from a China-based investor. UPS and Wells Fargo are longstanding clients. Peter Lowy joined from Caplin & Drysdale, Chartered.
The ‘leading-edge’ tax controversy practice at McDermott Will & Emery LLP is known for ‘timely and thorough responses, and cost-effective, cutting-edge information on tax issues and the industry’. The arrival of Dentons’ three-partner controversy team - former head of tax controversy and litigation Todd Welty along with Mark Thomas and Laura Gavioli - has further strengthened the practice; Welty now co-leads the team with the ‘outstanding’ Jean Pawlow. Pawlow is currently representing Citibank in a case in which the bank is seeking a $400m tax refund, and she continues to advise Siemens in federal, state and local tax controversy matters. The team also handles multiple tax controversy issues on behalf Exxon and Illinois Tool Works. In one of several new cases focusing on whether risk transfer and risk distribution requirements for insurance are met, the team gained a victory in the Tax Court on behalf of Swedish-based security services group Securitas. The impressive client roster includes the likes of Aetna and Caterpillar, as well as new clients Hewlett-Packard and Costco. Transfer pricing practice head Mark Martin in Houston is recommended by clients, and Chicago-based Roger Jones enjoys a high standing in the market.
Washington DC’s Miller & Chevalier Chartered employs a ‘very deep bench with considerable prior government experience’, which ‘gives them a unique perspective in resolving tax disputes.’ Tax department chair George Hani is particularly recommended for IRS audits and appeals, while Kevin Kenworthy is highly regarded in tax litigation. Another name to note is former IRS Commissioner Larry Gibbs, who is ‘one of the leading tax controversy lawyers in the country.’ Kevin Downing has ‘one of the best perspectives of any attorney in private practice on issues relating to foreign accounts.’ Downing is part of a team currently representing Swiss insurance company Starr International in a district court refund suit. Andrew Strelka, a former trial attorney at the DOJ’s Tax Division, joined the group as counsel.
‘Phenomenal firm’ Sutherland Asbill & Brennan LLP provides ‘concise insights into the potential tax impacts of clients’ business decisions’ and is ‘always available to assist and bring a solid team to the table.’ Jerome Libin and Mark Smith lead the Washington DC-based practice, which acts for high-profile clients such as Albemarle, Microsoft and Comcast. Libin represents specialty chemicals manufacturer Albemarle Corporation in a major tax case of first impression, which relates to the effects of an overseas tax contest on the running of the statute of limitations for claiming foreign tax credits. In another important matter, the team overturned a previous adverse ruling and led BASR Partnership to a key victory in the US Court of Appeals. Eric Tresh in the Atlanta office is noted for his ‘great insight into the origination and evolution of tax in various industries and is very good at boiling down complex issues into concise terms.’ Other key figures to note are former IRS chief counsel Jerold Cohen and member of the IRS Advisory Committee Tom Cullinan, both based in Atlanta.
Kenneth Clark is in charge of the California-based tax litigation subgroup at Fenwick & West LLP, which is currently representing a major Silicon Valley player. The team is particularly noted for its expertise in transfer pricing, and is involved in a number of such disputes at audit and appeals levels for clients in industries ranging from hi-tech and pharmaceuticals to retailing and media. Jim Fuller is particularly adept in this area, while Ron Schrotenboer is experienced in state income tax audits as well as appeals; Andy Kim handles a large proportion of the firm’s tax litigation.
Kirkland & Ellis LLP is well versed in tax litigation at all levels, as well as in IRS appeals and audits, and has substantial transfer pricing controversy experience. The team, which is led by Chicago-based Todd Maynes, Natalie Keller and JoAnne Nagjee, continues to handle a substantial number of tax controversy matters within the context of bankruptcies, such as the representation of FirstFed in a tax refund claim on behalf of a failed bank. In another important matter, the team represented EFH before bankruptcy court in relation to a section 505 motion challenging property tax valuations of seven nuclear power plants in Texas. While the practice is active for a wide range of industries, from automotive to consumer electronics, it has extensive experience representing airlines, and has acted recently for airline clients in disputes involving sales and use taxes on jet fuel with the Regional Transportation Authority.
‘Superior firm’ Morrison & Foerster LLP has ‘vast knowledge of the tax issues and experience with opposing attorneys’, which provides clients ‘with a very high comfort level on the big-dollar, high-risk issues.’ The sizeable practice, led by Craig Fields and Thomas Humphreys in New York and David Strong in Denver, represents clients in audits, appeals and litigation, and also handles transfer pricing matters, both in a planning capacity and in the controversy context. In a case that attracted wide media coverage, the team successfully represented Netflix after the Kentucky Department of Revenue assessed the client for various utility-type taxes on the basis that the streaming service is a multichannel video programming distributor (MVPD); following a persuasive representation, the Kentucky Board of Tax Appeals held that Netflix does not qualify as an MVPD. Senior counsel Paul Frankel in the New York office is very experienced.
The 30 tax controversy practitioners at Reed Smith LLP - several are former state and federal tax officials - are led by Philadelphia-based Lee Zoeller, who secured a $2m tax refund on behalf of Hewlett-Packard. The impressive client roster also includes the likes of FedEx and General Motors, and Bayer engaged John McIntyre as lead litigation counsel in a lawsuit against the United States - pending in district court - in which the multinational pharmaceutical company alleges that the IRS improperly denied nearly all of its research credit claims despite the fact that it spent more than $11bn on research and development in the US during that specific period.
Steptoe & Johnson LLP handles state, federal and international matters in all phases of tax planning and controversy, for national and international clients. Robert Rizzi and Lisa Zarlenga in Washington DC lead the team. Additional names to note are Walker Johnson and Rob Kovacev, also based in Washington DC. The team is acting for Delaware Gas and Electric, the trustee of two statutory trusts, in a pending Tax Court case in which the trusts claimed several millions of dollars in tax credits for producing and selling methane from landfill gas collected at various landfills across the US. After serving nearly four years as tax legislative counsel at the Treasury Department’s Office of Tax Policy, Lisa Zarlenga rejoined the team. Beth Tractenberg joined from Katten Muchin Rosenman LLP. Art Bailey retired and Dawn Gabel rejoined Quarles & Brady LLP’s Phoenix office.
Sullivan & Cromwell LLP’s ‘outstanding’ tax controversy practice draws its strength from its close cooperation with the firm’s litigation group, importing the methodologies employed in corporate controversies to tax disputes. The team, which is considered ‘extremely responsive and accurate’ with ‘very good judgment and expert knowledge’, has recently acted for Reed Elsevier (now RELX Group), Foundry Group and the US subsidiary of a UK bank. Practice head Donald Korb has 42 years’ experience in the field, including a tenure as chief counsel at the IRS. James Gadwood, who combines ‘knowledge and ability with outstanding customer service and interpersonal, financial, business and commercial skills’, is another name to note.
Dallas-based Thompson & Knight LLP handles a broad range of tax controversy matters, from IRS audits and position papers contesting tax adjustments and penalties, to administrative proceedings and assessment appeals, to federal and state tax refund and deficiency litigation. Mary McNulty focuses on federal tax procedural issues and partnership audits and is one of the key contacts. Another name to note is Emily Parker, who is an experienced litigator representing clients in IRS audits and appeal proceedings, federal and state tax refunds, and deficiency litigation. As part of the firm’s preeminent energy practice, it has a long and successful history acting as tax litigation counsel to petroleum and natural resources clients.
Baker Botts L.L.P. predominantly handles large tax controversies for clients in the energy and technology industries. The team is representing the co-executors of the estate of Carl R. Pohlad in a case regarding the IRS’s assertion of a $256m estate tax deficiency. In pending property tax lawsuits in more than 120 Texan counties, Houston-based Renn Neilson is representing Exterran in various appraisal districts’ classifications of its natural gas compressors as general business personal property, when in statutory language terms the compressors are heavy equipment inventory. Other clients are Halliburton and CenterPoint Energy. Don Lonczak, who divides his practice between Washington DC and New York, is another name to note.
New York-based Stephen Gardner is the chair of the tax litigation group at Cooley LLP. Together with Kathy Pakenham, who leads the firm’s tax practice, he handles significant federal, state and international tax controversies, such as the representation of energy corporation ConocoPhillips in a refund action before the Northern District of Oklahoma Court and the US Court of Appeals relating to the restoration of the Trans-Alaska Pipeline System. The practice is also well versed in transfer pricing matters; it recently represented a global natural resources company in a transfer pricing dispute with the IRS, which ended in complete concession of more than $150m in proposed adjustments.
Covington & Burling LLP regularly handles tax controversies involving transfer pricing, financial products, foreign tax credit and Subpart F income. Daniel Luchsinger leads the Washington-based practice, which recently saw the returns of Sam Maruca, following a stint as head of transfer pricing at the IRS, and Lee Kelley, former deputy tax legislative counsel at the Department of the Treasury. Jeremy Spector is advising the National Football League regarding the controversy surrounding its tax-exempt status, which has come under attack from Congress, the press and academics.
The ‘outstanding’ DLA Piper LLP (US) team, led by David Colker, the ‘highly capable’ Kathryn Keneally (former assistant attorney general at the Tax Division of the DOJ) and Ellis Reemer, assists with federal, as well as state and local civil and criminal tax audits, appeals and litigation. The team advised the Bill, Hillary & Chelsea Clinton Foundation in connection with the refiling of amended tax returns. Diana Erbsen was appointed by President Obama to serve as deputy assistant attorney general for appellate and review for the DOJ’s Tax Division.
Dentons’ tax controversy group recently underwent some changes. Jim Mastracchio - former co-chair of Baker & Hostetler LLP’s national tax controversy practice - now chairs the tax controversy and criminal tax practice, while Todd Welty, Mark Thomas and Laura Gavioli departed for McDermott Will & Emery LLP. The ten-lawyer team acts for a broad range of clients, including multinational companies, high-net-worth individuals, trusts and estates, and other tax advisers. It handles all phases, from pre-audit planning through to appeals and litigation.
The ‘excellent’ Norton Rose Fulbright US LLP has strong industry knowledge in areas such as transport, financial services, technology, and infrastructure and energy. The ‘very responsive and knowledgeable’ team includes key figures Robert Morris and the recommended Jasper Taylor. Morris is defending the British diving and marine services company Adams Challenge in a $75m deficiency claim. The team also acted for independent oil and gas company Newfield Exploration in relation to a US outer continental shelf tax indemnity.
Sidley Austin LLP’s broad practice covers internal investigations involving tax issues, all stages of the administrative process from audits to administrative appeals before the IRS, as well as federal and state tax disputes. The practice is led by Jay Zimbler and Matthew Lerner. The team is representing American Airlines and United Airlines in suits brought by the Regional Transportation Authority in the Circuit Court of Cook County challenging their sourcing of local sales taxes. Another client is ABA Retirement Funds.
Winston & Strawn LLP’s team is led by Chicago-based Amit Kalra. Charles Moll acted as lead counsel to Schlumberger Technology in an income tax appeal before the Alaska Supreme Court in a matter of first impression. The team is also representing Russell City Energy in federal court in a utility users tax and contract dispute. Chicago-based Jim Lynch and Lou Weber are other notable contacts. Since publication, Lawrence Hill has joined from Shearman & Sterling LLP.
While the tax controversy practice at Davis Polk & Wardwell LLP, led by Mario Verdolini, is known for negotiating settlements with the IRS, its litigation strategy has also proven successful, which is exemplified by victories on behalf of numerous clients, including PepsiCo. The team handles a variety of transfer pricing and competent authority matters for clients in the financial services industry.
Barbara Kaplan chairs the nine-member tax audits and litigation group at Greenberg Traurig, LLP. The team has recently represented numerous clients in federal tax examinations prompted by treaty disclosures of offshore activity to the IRS, as well as in federal tax audits, IRS appeals conferences, trust fund recovery penalty cases and transferee liability and collection cases. Scott Fink and Charles Simmons are some of the key figures.
Hogan Lovells US LLP’s five-partner team provides ‘outstanding service’ and ‘critical and out-of-the-box thinking’. Washington DC-based practice head Siobhan Rausch focuses on the formation and operation of a range of nonprofit, tax-exempt entities, including charitable, educational, health and scientific research-related organizations. Rausch and Todd Miller, who is also in Washington DC, are acting for Rural Telephone Finance Corporation after it received a notice of deficiency from the Virgin Islands alleging that it owed over $90m in income taxes.
San Francisco-based William Bonano leads Pillsbury Winthrop Shaw Pittman LLP’s tax controversy practice, which operates from a bench with deep experience. The team includes Eileen J. O’Connor, a former assistant attorney general of the Tax Division, and several former IRS chief counsels and DOJ litigators. A team including Eric Fishman is representing one of the largest government-owned Swiss banks, along with its private banking subsidiary, in the historic Program for Non-Prosecution Agreements or Non-Target Letters for Swiss Banks. It also handles tax controversies for corporate clients like Apple and Amazon.
The tax controversy and litigation group at Shearman & Sterling LLP has a focus on litigation, IRS controversy and white-collar investigations. Laurence Bambino has spent his entire legal career with the tax group and serves at the co-head of the firm’s global tax practice. Washington DC-based Michael Shulman, co-head of the firm’s national tax group, and Robert Rudnick, who splits his practice between Washington DC and New York, are additional names to note. Since publication, Lawrence Hill has moved to Winston & Strawn LLP.
Vinson & Elkins LLP handles the full scope of tax controversy issues, providing expertise in relation to the Internal Revenue Code, international, state and local tax laws, tax treaties, financial products, accounting methods, partnerships, energy and tax credits, and valuation issues. Houston-based practice head George Gerachis represents BMC Software in tax litigation regarding foreign earnings repatriation under section 965 of the Internal Revenue Code. Miriam Burke retired. Sheri Dillon departed to Morgan, Lewis & Bockius LLP, and David Cole was promoted to partner.
With the ‘extremely quick response times and superb tax advice’, the service level at White & Case LLP is considered ‘very high’. The 11 tax lawyers dedicated to tax controversy work appear regularly before the IRS and also handle international tax disputes. The ‘extremely knowledgeable, responsive and smart’ Kim Boylan heads the group, which handled the tax controversy issues in numerous M&A transactions, such as health benefits company Anthem’s proposed $54bn acquisition of health insurance company Cigna.
US taxes: non-contentious
Index of tables
US taxes: non-contentious
- Andrews Kurth LLP
- Baker McKenzie LLP
- DLA Piper LLP (US)
- Gibson, Dunn & Crutcher LLP
- Hughes Hubbard & Reed LLP
Miller & Chevalier Chartered
- Morgan, Lewis & Bockius LLP
- Proskauer Rose LLP
- Schulte Roth & Zabel LLP
- Sullivan & Worcester LLP
Sutherland Asbill & Brennan LLP
Thompson & Knight LLP
- Winston & Strawn LLP
Neil Barr -
Davis Polk & Wardwell LLP
- Hatef Behnia - Gibson, Dunn & Crutcher LLP
- William Bowers - Norton Rose Fulbright US LLP
- Richard Bronstein - Paul, Weiss, Rifkind, Wharton & Garrison LLP
- Ronald Creamer - Sullivan & Cromwell LLP
David Forst -
Fenwick & West LLP
James Fuller -
Fenwick & West LLP
- Peter Furci - Debevoise & Plimpton LLP
- Stuart Goldring - Weil, Gotshal & Manges LLP
- Stephen Gordon - Cravath, Swaine & Moore LLP
- David Hariton - Sullivan & Cromwell LLP
John Hart -
Simpson Thacher & Bartlett LLP
- Kenneth Heitner - Weil, Gotshal & Manges LLP
- Alan Kaden - Fried, Frank, Harris, Shriver & Jacobson LLP
- Alexander Lee - Paul Hastings LLP
- William Levy - Kirkland & Ellis LLP
- Todd Maynes - Kirkland & Ellis LLP
- David Miller - Cadwalader, Wickersham & Taft LLP
Luc Moritz -
O’Melveny & Myers LLP
- Andrew Needham - Cravath, Swaine & Moore LLP
Erika Nijenhuis -
Cleary Gottlieb Steen & Hamilton LLP
- Deborah Paul - Wachtell, Lipton, Rosen & Katz
David Schnabel -
Davis Polk & Wardwell LLP
- Jodi Schwartz - Wachtell, Lipton, Rosen & Katz
- David Shapiro - Fried, Frank, Harris, Shriver & Jacobson LLP
- David Sicular - Paul, Weiss, Rifkind, Wharton & Garrison LLP
- Sharp Sorensen - Sidley Austin LLP
- Linda Swartz - Cadwalader, Wickersham & Taft LLP
- Kirt Switzer - Latham & Watkins LLP
- Samuel Weiner - Latham & Watkins LLP
David Wheat -
Thompson & Knight LLP
- Lowell Yoder - McDermott Will & Emery LLP
- Pardis Zomorodi - Latham & Watkins LLP
- Neil Barr -
Cravath, Swaine & Moore LLP is ‘top of the industry’ and ‘able to communicate sophisticated ideas without ego’. The group assists with mergers and acquisitions, joint ventures, spin-offs, restructurings and securities offerings. In 2015, Lauren Angelilli and Christopher Fargo advised Anheuser-Busch InBev on its proposed $107.7bn acquisition of SABMiller, the three-way deal also involved the sale of SABMiller’s majority stake in the MillerCoors joint venture to Molson Coors. Along with Stephen Gordon, Angelilli also advised Heinz on its merger with Kraft Foods in a cash and stock deal totaling $60bn. Andrew Needham advised IBM on its divestment of its microelectronics business to global semiconductor supplier Globalfoundries. Michael Schler represented British American Tobacco in its $4.7bn investment into Reynolds American (RAI), following RAI’s $27.6bn acquisition of Lorillard Tobacco. In the only change to the tax team, Schler exited the partnership and became of counsel.
The ‘spectacular’ Davis Polk & Wardwell LLP has offices in New York, Menlo Park and Washington DC. Neil Barr is the co-head of the firm’s tax practice and advises on federal income tax matters, including cross-border M&A, dispositions, spin-offs and split-offs. Barr was a key player of the team that represented General Electric in the sale of most of GE Capital’s assets, as part of its plan to shrink its financial services arm. Another major deal that Barr and colleague Michael Mollerus played a significant role in was advising insurer PartnerRe in its acquisition of Exor. Fellow co-head of the department Avishai Shachar, also based in New York, advised leading oil and gas services supplier, Baker Hughes, when it was acquired by Halliburton in a $38bn deal. Another notable partner is Po Sit, who, along with Mollerus, acted for Emerson Electric on the spin-off of its Network Power business. In the Menlo Park office, Rachel Kleinberg was involved in one of the most significant deals of the year, advising Aetna on its acquisition by Humana for $37bn, one of the largest-ever deals in the healthcare insurance industry. Harry Ballan exited the partnership and became senior counsel, while tax specialist David Schnabel joined the partnership from Debevoise & Plimpton LLP.
Latham & Watkins LLP’s team is ‘dependable and accurate with its advice’ and was called upon frequently to assist with M&A deals over the past year, playing an active part in high-profile transactions in the technology, pharmaceuticals and healthcare sectors. The group was also active in the REIT space, and is noted too for its expertise in relation to MLPs, strategic restructuring, bankruptcy and insolvency. San Francisco-based Kirt Switzer is the global transactional tax practice chair and co-led the tax advice to Kythera Biopharmaceuticals in its $2.1bn sale to Allergan. Another key name is David Raab, a former global chair of the department; Raab led the tax advice to Avago Technologies in its $37bn acquisition of Broadcom, one of largest-ever technology deals. Pardis Zomorodi, who is ‘easy to work with and dependable’, acted for Excel Trust, a REIT, in the sale to Blackstone Property Partners. Samuel Weiner advised Avanir Pharmaceuticals on its sale to Otsuka Pharmaceuticals. Other key clients include KKR, The Carlyle Group and Hudson Pacific Properties. Another key name, Andrea Ramezan-Jackson, was promoted to partner in the Washington DC office.
Simpson Thacher & Bartlett LLP’s tax group advises on corporate finance, group planning and real estate, as well as M&A, capital markets and other transactional matters. It provides ‘an outstanding level of service’, which is led from the front by the ‘technical yet practical’ John Hart in New York. Hart’s highlights included advising Blackstone on the acquisition of General Electrics’ US and non-US real estate assets, valued at $23bn, and assisting Hilton Worldwide with its secondary offering of shares totaling $5.3bn. Marcy Geller assisted SunGard with its sale to Fidelity National, and advised KKR on its capitalization of Drawbridge Realty’s portfolio. Katharine Moir, tax head at the Palo Alto office, advised on the acquisition of EMC by Dell and private equity firm Silver Lake, which created the world’s largest private integrated technology company. Jonathan Goldstein acted on behalf of a number of private equity funds, most notably Hellman & Friedman’s oversubscribed eighth fund - its most successful to date - which raised $10.9bn in commitments in just a few months. Robert Holo advised Pamplona Capital on its $2.7bn acquisition of MedAssets, a healthcare performance improvement company.
Skadden, Arps, Slate, Meagher & Flom LLP’s diverse tax practice works on major deals across a number of sectors. Washington DC-based tax co-head Eric Sensenbrenner advised Becton Dickinson on the $12.2bn acquisition of CareFusion, in its expansion into medication management and patient safety solutions. David Rievman was key tax partner advising Coca-Cola on its strategic partnership with Monster Beverage, with Coca-Cola buying a 16.7% stake in the energy drinks company for $2.15bn. Rievman advised Danaher on both its acquisition of Pall Corporation and the $2.6bn merger of its communications business with NetScout Systems in a Reverse Morris Trust transaction. David Polster, Pamela Lawrence Endreny and Fred Goldberg acted for Windstream Holdings in the successful tax-free spin-off of its telecoms assets into Communications Sales and Leasing, which is thought to be the only REIT focusing on leasing communication distribution systems. New York-based Stuart Finkelstein has taken over as co-head of tax team. Former tax co-head Matthew Rosen sadly passed away.
Cleary Gottlieb Steen & Hamilton LLP’s tax team advised on blockbuster deals in the technology and life sciences sectors in 2015. Yaron Reich advised Google on its reorganization under new holding company Alphabet. Jason Factor was lead tax counsel to Actavis in its ‘white knight’ acquisition of Allergan, thwarting the attempted takeover by Pershing Square Capital Management and Valeant Pharmaceuticals; this acquisition was one of the largest healthcare deals ever. And Reich and Factor combined to advise medical and health services provider Medtronic on its $50bn acquisition of Covidien. Another notable transaction for the team, led by William McRae and Diane Wollman, was representing Family Dollar Stores in its sale to Dollar Tree for cash and stock in a $9.3bn deal. Erika Nijenhuis led the tax advice as the firm acted as counsel to itBit Trust Company in its proposal to become the first chartered and regulated virtual currency exchange. Other longstanding clients include Goldman Sachs, Citigroup and SABMiller.
Kirkland & Ellis LLP acts for clients in a range of sectors, from biopharmaceuticals to real estate. The firm opened a Houston office in 2014, which helped fuel steady growth in the tax practice over the course of 2015, particularly in relation to the energy sector. Highlights included advising Energy Future Holdings in what is the seventh-largest Chapter 11 case ever filed; Todd Maynes, Gregory Gallagher and Sara Zablotney are leading the tax advice. The firm also acted for Baxter International in the spin-off of its pharmaceutical business, Baxalta, a company specializing in hemophilia and other blood disorders. Further to this, the team was called upon to assist Baxalta in relation to an attempted $30bn hostile takeover by Dublin-headquartered Shire; Dean Shulman and Mike Carew led the tax advice. The team also advised Caesars Entertainment Operating Company on its Chapter 11 bankruptcy and related debt restructuring, with William Levy taking a leading role. There have been three new additions to the tax department: Mike Beinus and Brett Willis joined the Los Angeles office, while Benjamin Schreiner joined in New York - all three from Skadden, Arps, Slate, Meagher & Flom LLP.
In one of the most publicized M&A deals in the communications space, Paul, Weiss, Rifkind, Wharton & Garrison LLP represented Time Warner Cable in its $78.7bn merger with Charter Communications. Jeffrey Samuels was the key tax partner in the Time Warner Cable deal, as he was in the firm’s representation of Burger King Worldwide in its $11.4bn acquisition of Canadian coffee and donuts chain Tim Hortons. The new company will be the third-largest fast-food chain worldwide, rebranded as Restaurant Brands International. David Sicular was a key part of the team advising Towerbrook Capital Partners on its acquisition of women’s fashion retailer J. Jill. Richard Bronstein worked with Virtu Financial, a technology-enabled liquidity provider, in its public offering of 19m shares of class A common stock.
Sullivan & Cromwell LLP’s ten-partner tax group was very active in capital markets and M&A deals in 2015. Head of the tax group Ronald Creamer assisted Advance/Newhouse Partnership in the three-way merger among its subsidiaries, Bright House Networks, Charter Communications and Time Warner Cable. David Hariton, who worked with Credit Suisse, Goldman Sachs and Wells Fargo in the past year, is recommended, as is Andrew Mason. Eric Wang rejoins the New York office as partner following a stint in the London tax office.
Wachtell, Lipton, Rosen & Katz’s practice focuses on finance and restructuring, private equity, spin-offs and securities offerings. Highlights included assisting Motorola Solutions in its strategic partnership with private equity firm Silver Lake, which saw a $1bn investment for technology-led public safety solutions. In another key matter, the firm represented Ann Inc., a group of specialty apparel stores for women, in its sale to Ascena Retail Group. In both of these deals, Deborah Paul led the tax advice. Jodi Schwartz was instrumental in two real estate deals: advising Gramercy Property Trust as the REIT merged with Chambers Street Properties, and acting for Washington Prime Group in its purchase of Glimcher Realty. Other key attorneys in the department are Eiko Stange and Joshua Holmes.
Weil, Gotshal & Manges LLP is recommended for its ‘excellent ability’ in the complex area of tax. Marc Silberberg specializes in M&A and structuring and was involved in major deals in the media space: he led the tax advice to DirecTV in its sale to AT&T, creating a greater presence across mobile, video and broadband platforms, and he assisted Verizon with tax matters relating to its $4.4bn acquisition of AOL. Stuart Goldring, whose ‘strength is his technical tax knowledge, but with the ability to communicate in common language that can be understood by others’, advised The Great Atlantic & Pacific Tea Company on tax matters related to its Chapter 11 filing. Kenneth Heitner and Mark Schwed acted for MGM Resorts International in the formation of a controlled REIT, into which it transferred ten of its Las Vegas properties. Another notable deal that Heitner was involved in was advising Intel on its purchase of Altera. Heitner and Martin Pollack chair the tax, executive compensation and benefits department.
Cadwalader, Wickersham & Taft LLP added a number of funds to its client roster in 2015. The team advised Magnetar Capital on its strategic capitalization of Finacity Capital Management, and a team led by Richard Nugent acted for Mercuria Energy Group in its $800m acquisition of JPMorgan Chase’s physical energy and commodities business. Other highlights included representing Procter & Gamble in a Reverse Morris Trust transaction involving the split-off and merger of 43 of its beauty brands with Coty. In the pharmaceutical sector, practice head Linda Swartz advised Salix Pharmaceuticals on its sale to Valeant Pharmaceuticals. In April 2016, David Miller moved to Proskauer Rose LLP.
The ‘responsive, committed, creative and engaged’ Debevoise & Plimpton LLP’s diverse tax practice has experience in air travel, banking, communications, energy and insurance, and is led by Burt Rosen. Rosen and Gary Friedman advised Italian investment company Exor on tax and insurance matters relating to its $6.9bn acquisition of Bermudan reinsurer PartnerRe. Peter Furci led the team in two key deals: assisting Verizon with its sale of wireline operations to Frontier Communications in a $10.54bn deal, and representing the Dolan Family in its sale of New York cable television company Cablevision to Altice. Seth Rosen and Robert Stafferoni withdrew from the partnership and became of counsel. David Schnabel joined Davis Polk & Wardwell LLP.
Fried, Frank, Harris, Shriver & Jacobson LLP’s ‘cohesive team’ were extremely active in M&A, asset management and private equity deals in 2015. Led by the ‘smart, insightful’ Alan Kaden, the team assisted private equity firm Permira, along with a consortium of investors, on its acquisition of eBay Enterprise from the internet auction giant. It also advised Humana on the $37bn sale to Aetna in a cash and stock deal that saw the third and fourth biggest health insurers in the US join forces. David Shapiro led tax advice to Interline Brands in its sale to Home Depot. Robert Cassanos chairs the New York tax team and Michael Alter another notable name.
Mayer Brown’s tax practice provides expertise in relation to the banking, energy, insurance and real estate sectors, with a focus on facilitating capital markets transactions. The ‘expert and user-friendly’ Jason Bazar led the tax team that advised Altice on its agreement to buy Cablevision; this was the second deal the tax team advised on for this client, having also served as special tax counsel in Altice’s purchase of a 70% stake in the regional broadband provider, Suddenlink. Bazar also led the team that advised Citibank Global Markets, Bank of America, Merrill Lynch and Wells Fargo Securities as underwriters on a $10bn medium-term note program for Agricultural Bank of China. Another highlight was acting for Envestnet in its $650m acquisition of Yodlee, a technology and applications platform; Lee Morlock in Chicago was the lead tax lawyer.
McDermott Will & Emery LLP has a ‘very prompt and thorough’ tax practice that has particular expertise in relation to healthcare, energy and telecoms. Lowell Yoder heads the federal and international tax practice, and Jane Wells May heads up the state and local tax practice; both are based in the Chicago office. Other notable lawyers in the department are Damon Lyon in Chicago and David Noren in Washington DC. There were three additions to the Dallas office, with Todd Welty, Mark Thomas and Laura Gavioli joining as partners from Dentons. Clients include IBM, Procter & Gamble, Bank of America and Goldman Sachs.
Norton Rose Fulbright US LLP tax team ‘possesses remarkable acumen’ and ‘remarkable knowledge of the oil and gas sector’, and regularly advises the likes of ExxonMobil, National Oilwell Varco and Total. Highlights from 2015 included advising POLITICO in its joint venture with Axel Springer to acquire website and weekly newspaper European Voice and conference business Development Institute International; leading the tax advice was head of US tax John Allender. William Bowers represented VHA as it acquired the total assets of University HealthSystem Consortium. Robert Phillpott led the tax advice to Tesoro Logistics on its merger agreement with QEP Midstream Partners. Other prominent tax attorneys in the practice are Los Angeles-based Richard Kornblith, and Joy Ellis in Dallas.
Paul Hastings LLP’s tax practice has expertise in finance, real estate and energy. The head of the practice is Andrew Short, who led the tax advice to Brack Capital Real Estate in the formation of its first private REIT, which will focus on multifamily residential properties. The team also represented Gabelli Asset Management, handling tax planning and structuring for the tax-free spin-off of the institutional research and hedge fund management arm of publicly traded securities investment company GAMCO Asset Management. Another matter was advising Hotel Lotte Co on its $805m acquisition of the New York Palace Hotel. A team led by Alexander Lee advised DreamWorks Animation SKG on the tax implications of its sale of a 25% stake in Awesomeness TV to the Hearst Corporation for $81m.
Sidley Austin LLP’s team has a ‘practical and commercial approach’, provides ‘great value’ and is noted for its work with MLPs. Sharp Sorensen co-heads the national tax practice from Chicago and led a team that assisted Catamaran Corporation with its sale to UnitedHealth Group for $12.8bn. Another notable transaction the team was involved in was the planned but terminated agreement for General Electric to sell its appliances business to Electrolux for $3.3bn, with Suresh Advani and Karen Hayes advising GE. Laura Barzilai and Robert Kreitman head the practice in New York, while Edwin Norris is in charge of the tax group in the Los Angeles office.
White & Case LLP’s tax practice provides ‘sensible and smart solutions’ and is experienced in energy, media, communications and private equity. It is also experienced in the healthcare sector, which has been a notable source of work of late. For instance, the team advised Anthem on the $54bn acquisition of Cigna, and acted for Zimmer Holdings in its $13.5bn acquisition of Biomet; William Danzler was key in both matters. Changes to the team included Washington DC-based Kim Boylan being appointed global head of the practice, and Stephen Weerts and Michael Lebovitz both joining the Los Angeles office from DLA Piper LLP (US).
Clifford Chance ‘combines good business sense with strong technical knowledge’. The team has a broad spread of clientele in the banking, insurance, automotive and real estate industries, with practice chair Richard Catalano (‘highly competent’) among those with a special focus on REITs. He led a team acting as co-adviser and tax counsel to Chambers Street Properties in its $5.7bn merger with Gramercy Property Trust, a deal which created one of the largest industrial and office net lease REIT. David Moldenhauer is also recommended.
Silicon Valley-based Fenwick & West LLP’s tax team specializes in advising on M&A, joint ventures and transfer pricing, particularly within the technology space. The active M&A market has meant a busy year for the team, which has also worked on a number of deals involving inversions. Highlights included advising Dropbox on its purchase of CloudOn, representing Facebook in its acquisition of digital media-processing platform QuickFire, and advising Symantec’s sale of Veritas Technologies to The Carlyle Group for $8bn. David Forst is the leader of the tax practice; transfer pricing specialist James Fuller is also recommended.
The ‘excellent’ lawyers at Morrison & Foerster LLP ‘put their clients first and are always available when needed’, and provide advice on local, state and federal tax issues. Thomas Humphreys and Remmelt Reigersman acted for Bank of America as special tax counsel as the bank exchanged 400m shares of its common stock for preferred stock and trust preferred securities. Humphreys and Reigersman also advised the official creditors’ committee regarding Energy Future Holdings’ $40bn bankruptcy. The department has offices in New York, where practice heads Craig Fields and Humphreys are based; San Francisco, Sacramento, San Diego, and Denver, where David Strong, co-head of federal tax, is based.
O’Melveny & Myers LLP’s tax partners on the East Coast focus on tax relating to securities and M&A transactions, with a strong focus on the renewable energy sector. On the West Coast, there is a focus on cross-border M&A, particularly on behalf of clients in the sports, media, private equity and technology industries. The New York team advised Entegra Power Group and several of its subsidiaries on its Chapter 11 filing; Mark Caterini led. Los Angeles-based Luc Moritz was the key attorney advising on tax structuring when the firm represented media company Lionsgate in a co-financing deal with Hunan TV & Broadcast Intermediary Co. Jeff Walbridge chairs the practice.
Orrick, Herrington & Sutcliffe LLP has an active fund formation, capital markets and M&A-focused practice. The team represented Telenor, a public Norwegian telecom company, in connection with the $23.8bn combination of Telenor and Altimo’s interests in Russian telecom company VimpelCom with Ukrainian telecom company KyivStar, creating the newly formed VimpelCom Ltd. The team also advised French oil company Total on its investment in Amyris, a US biofuel development company. Charles Cardall is the chair of the department and works out of the San Francisco office. The team has also recently provided tax advice to Goldman Sachs, Yahoo! and Thomson Reuters.
Shearman & Sterling LLP assists in developing tax-efficient structures for acquisitions, dispositions, joint ventures, financings and hybrid securities. A notable highlight was advising Liberty Global on its acquisition of Virgin Media in a cash and stock transaction worth $23bn, resulting in the world’s largest broadband communications group; New York-based practice head Laurence Bambino led the tax advice along with Robert Rudnick and Ethan Harris in Washington DC. Bambino was also involved in the advice to Dow in a Reverse Morris Trust transaction that allowed it to separate a portion of its chlor-alkali and downstream derivatives businesses and merge these with Olin Corporation. Also advising on this matter was Douglas McFadyen.
Steptoe & Johnson LLP provides a ‘high level of service’, according to sources. It acted as tax counsel to Equinox, a health and fitness company, in relation to its spin-off transaction, with the new company valued at $1bn; Washington DC-based Mark Silverman and Gregory Kidder led on this. Other clients the team provided tax advice to in 2015 included Marvel Entertainment, Nestlé Holdings and MetLife. The department also has a presence in Los Angeles, New York and Phoenix. Lisa Zarlenga and Robert Rizzi are the practice chairs.
Andrews Kurth LLP typically advises clients in the energy sector, and has expertise in relation to publicly traded partnerships and tax-exempt investing. It is also experienced in relation to REITs. Highlights included Robert McNamara and Thomas Popplewell assisting Enterprise Products Operating with its public offering of $2.75bn senior unsecured notes; McNamara and practice head Thomas Ford advising Green Plains Partners on its $172m IPO; and Ford, Allison Mantor and Angela Richards advising Sunoco LP in relation to its acquisition of Susser Holdings Corporation from Energy Transfer Partners.
Baker McKenzie LLP’s tax practice covers tax planning, M&A, state and local tax (SALT) and e-business tax. Christine Agnew Sloan chairs the North American tax planning and transactions practice. SALT specialists Maria Eberle and Lindsay LaCava joined the firm’s New York Office from McDermott Will & Emery LLP, while former Treasury adviser Alexandra Minkovich joined the Washington DC office as of counsel.
The ‘very reliable’ practice at DLA Piper LLP (US) covers M&A, private equity and real estate. Co-chairs of the transactional practice are Palo Alto-based Stacy Paz, who ‘knows how to get the deal done’, and Gerald Rokoff in New York. Key highlights included acting as tax counsel to Van Tuyl Group in its sale to Berkshire Hathaway in an $8bn deal, and advising Arbor Private Investment Company on the sale of various portfolio companies, including Gold Standard Baking, Truco Enterprises and Midland Container. Paz was instrumental in handling these matters. Thomas Geraghty joined as partner from Kirkland & Ellis LLP and is based in Chicago.
Gibson, Dunn & Crutcher LLP has a strong transactional tax practice advising on M&A, capital markets and real estate acquisitions and dispositions. Romina Weiss was lead partner representing Sequential Brands as it acquired Martha Stewart Living Omnimedia in a $353m deal. Another highlight was advising The Ryland Group on its $5.2bn merger with Standard Pacific Group to create the fourth-largest homebuilder in the US; Hatef Behnia led on that. New York-based Jeffrey Trinklein heads the department, and another key partner is Scott Knutson.
Hughes Hubbard & Reed LLP advises on M&A and joint ventures in a diverse range of sectors, and in 2015 acted for clients in healthcare, media, real estate and transport. Based in New York, practice chair Andrew Braiterman and Alexander Anderson assisted AMC Networks with its buy-in of a 49% stake in BBC America for $200m. Significant deals for Greenbriar Equity were among the firm’s key matters, with the team representing it in its $200m of financing to Irish aircraft leasing firm AerGen Aviation, and in its sale of Grakon Holdings to Industrial Growth Partners.
Patricia Sweeney, former tax chair at Miller & Chevalier Chartered, focuses on the technicalities of tax policy. Other key members of the team include David Zimmerman and Layla Asali, who together advised Assured Guaranty, the largest private mortgage insurer in the US, on its $810m acquisition of Radian Asset Assurance.
Morgan, Lewis & Bockius LLP’s tax team advises on public and private M&A, joint ventures and capital markets transactions, often within the energy and life sciences sectors. Notable matters included acting as tax counsel to Chelsea Therapeutics International in its merger with Lundbeck, and advising Independence Blue Cross on its corporate restructuring. In 2014, the firm’s tax practice grew significantly thanks to the addition of 16 lawyers from Bingham McCutchen, including Washington DC-based Joshua Brady, who is deputy leader of the practice. Sheri Dillon and Jennifer Breen also joined the Washington DC office, arriving from Vinson & Elkins LLP and Mattel respectively. Barton Bassett, who splits his time between San Francisco and Palo Alto, is the practice leader.
Proskauer Rose LLP specializes in REITs and fund formation matters, but it also advises on the tax aspects of M&A transactions. A team led by Richard Corn recently acted for Celgene in its $7.2bn purchase of Receptos. Amanda Nussbaum, who is an ‘extraordinarily bright and an exceptional lawyer’, led the team that advised longstanding client Ascena Retail Group on its merger agreement with ANN Inc. in a cash and stock agreement worth $2bn. Jamiel Poindexter led the tax advice to Lexington Partners in its acquisition of 14 portfolio companies from One Equity Partners in a $2bn deal. Ali Fawaz was promoted to partner in the New York office. In April 2016, David Miller joined from Cadwalader, Wickersham & Taft LLP.
Schulte Roth & Zabel LLP frequently advises on M&A deals as well as hedge fund, investment fund and real estate matters. The team advised Albertsons and an investment group led by Cerbius Capital Management in relation to Albertsons $9.2bn merger with Safeway. Alan Waldenberg, who co-chairs the tax group, and Noah Beck were the key members that led the team. Representing Oxford Properties Group, the team advised on a joint venture with Related Companies regarding the financing and equity investment for the development and lease of the Hudson Yards site in New York; Philippe Benedict led the team. Shlomo Twerski is also co-chair and is based in New York.
Sullivan & Worcester LLP’s Boston-based practice specializes in REIT structuring and guidance on local, state and federal tax issues. ‘Excellent technician’ Ameek Ashok Ponda, director of the tax department, advised on a number of key real estate deals, including acting as counsel to Ovation Acquisition I in its acquisition of a utility transmission and distribution business from Energy Future Holdings relating to EFH’s ongoing Chapter 11 restructuring. Ponda also advised American Tower on its agreement to acquire rights to 11,000 wireless communication towers from Verizon in a $5.1bn deal. David Nagle heads the team and is also based in the Boston office.
Sutherland Asbill & Brennan LLP has an active state and local tax practice as well as handling federal and international tax issues. Mark Smith and Jerome Libin are practice head and practice chair respectively, and both are based in Washington DC. The team advised DUMAC on a number of specialized investment transactions and tax structuring; Atlanta-based Reginald Clark led. Other clients include Comcast, Kraft Foods and Time Warner Cable. Jeffrey Friedman in Washington DC and Eric Tresh in Atlanta advise on SALT issues, while Washington DC-based Ellen McElroy specializes in federal taxes and corporate transactions. Amy Nogid joined the New York office as counsel, while Hanish Patel joined the Atlanta office as a senior associate from Deloitte.
Thompson & Knight LLP is ‘technically competent and understands clients’ needs very well’ and has a focus on oil and gas tax solutions, energy M&A, private equity fund formation and SALT. John Cohn heads the department, which represented EnCap Investments in connection with the fund formation and fundraising of EnCap Fund X, which raised $6.5bn in investment for upstream oil and gas production. Other clients include Mitsubishi Heavy Industries, Lafarge North America and Natural Gas Partners. Roger Aksamit is based in Houston, while the ‘extremely knowledgeable and client-focused’ David Wheat is based in Dallas.
Winston & Strawn LLP’s tax practice is led by Chicago partner Amit Kalra, who was lead tax attorney in SunEdison’s yieldco spin-off, TerraForm Power. The Chicago office is also home to Andy Ratts and John Lorentzen and has a focus on energy, project development and finance. The New York office is headed by Edmund Cohen and Mitch Moetell, who represents investment banks in transactional matters.
Baker Botts L.L.P. has an energy and technology focus to its practice and in 2015 handled a number of standout deals in these sectors. It represented the conflicts committee of Williams Partners in relation to the $50bn merger with a subsidiary of Access Midstream Partners; Mike Bresson was lead lawyer. Another highlight was advising Halliburton on its $35bn merger with Baker Hughes; under the terms of the agreement, Halliburton will acquire the outstanding shares of Baker Hughes for cash and stock; Don Lonczak and department chair Richard Husseini led the advice.
Chadbourne & Parke LLP’s team provides ‘an excellent level of service’ to clients that include major public companies, hedge funds and private equity firms, and it is highly recommended for its work in project finance. William Cavanagh is head of the tax department and acted as lead partner on two of the key engagements in 2015: representing hedge fund GLG Partners in its acquisition of Man Group, and advising Fortune Brands on its sale of Acushnet/Titleist Golf to Fila Korea for $1.2bn. Other notable matters involved clients Macquarie, JPMorgan and GE Energy Financial Services. Eli Katz and Keith Martin, who work in New York and Washington DC respectively, are recommended.
Covington & Burling LLP’s practice advises on transactional tax planning and structuring for multinational businesses. Chair of the tax group is Washington DC-based Daniel Luchsinger. The team advised GE Capital Aviation Service (GECAS) on the $1.7bn acquisition of Milestone Aviation Group, and also acted for Steve Ballmer in his $2bn purchase of the LA Clippers basketball franchise. Rob Heller was co-lead lawyer in both transactions, with Emin Toro and Jeremy Spector co-leads in the GECAS and Clippers deals respectively.
Dechert LLP has a national and international tax practice that specializes in acquisitions, divestitures, restructurings, distressed debt and offshore investment funds, particularly in the fields of real estate and life sciences. The chair of the practice, New York-based Daniel Dunn, was the lead lawyer in assisting Wells Fargo in relation to purchasing commercial real estate loans valued at $9bn in the US, UK and Canada from GE Capital Real Estate, as part of an overall transaction worth $23bn. Michael Rufkahr in Washington DC was lead lawyer advising underwriter Credit Suisse on the securitization of mortgage loans acquired from GE Finance.
Hogan Lovells US LLP’s tax team has a national and international presence and deals in a broad spectrum of taxation issues, in particular matters involving real estate and REITs, restructuring, investment funds, capital markets and M&A. Practice head Siobhan Rausch, Todd Miller, Prentiss Feagles and Scott Lilienthal, all of whom are based in Washington DC, are ‘good listeners that offer practical advice’. Miller led tax advice to Orbital Sciences Corporation in its merger agreement with Alliant Techsystems to create a new aerospace and defense developer, Orbital ATK; the deal was unique in its use of a ‘forward’ Morris Trust tax structure. Lilienthal led tax advice to CBS in relation to a series of investment grade notes offerings in 2015 totaling $3.5bn.
Kramer Levin Naftalis & Frankel LLP’s tax team provides a ‘phenomenal service’ and focuses on M&A, capital assets and restructurings. The firm has a wide client base in entertainment, real estate, fashion and private equity. Howard Rothman is head of the department and Maria Jones is recommended as ‘superb and responsive’. Barry Herzog advised the first lien noteholders in the Caesars Entertainment Operating Company’s bankruptcy; Herzog helped negotiate a plan to distribute the debtor’s casinos into a REIT. Herzog is involved in another high-profile bankruptcy, leading advice to the ad hoc group of holders of second lien notes issued by Energy Future Intermediate Holding, a subsidiary of Energy Future Holdings.
Loeb & Loeb LLP’s practice has a strong focus on nonprofit and tax-exempt organizations, charitable foundations, estates and high-net-worth individuals, with emphasis on estate planning for individuals in the creative and entertainment industries. Leah Bishop, who works out of the Los Angeles office, is co-chair and specializes in charitable giving and tax-exempt organizations. Bruce Wexler shares chair responsibilities and is based in New York; he focuses on trusts and estates. Jason Lilien joined the department from Zuckerman Spaeder and Marcus Owens and Diara Holmes joined the Washington DC office from Caplin & Drysdale, Chartered.
The practice at West Coast-based Munger, Tolles & Olson covers M&A, real estate transactions, private equity and restructuring. Highlights of 2015 included advising Berkshire Hathaway on its acquisition of Precision Castparts, a manufacturer of metal components, in a $37.2bn deal, and advising Lazard as financial adviser to The Ryland Group in relation to Ryland’s merger with Standard Pacific, creating the fourth-biggest home builder in the US. The team also assisted Air Lease Corporation with its $2.8bn capital raise and its $928m IPO. Other clients include MGM Resorts International and DreamWorks Animation SKG. Robert Dell Angelo, Samuel Greenberg, Stephen Rose and David Goldman are key lawyers in the Los Angeles office.
Roberts & Holland is a New York-based boutique dealing with all tax and tax-related matters, including corporate, SALT, employee benefits, executive compensation, real estate, debt restructuring and tax-exempt organizations. Clients range from US and foreign publicly traded companies to investment banks, insurance companies and pension funds. Stuart Gross handles corporate taxation, real estate and restructuring. Lary Wolf is recommended.
Ropes & Gray LLP’s team advises on all types of domestic and international tax issues, including planning and structuring cross-border transactions. It also has expertise in tax-exempt matters and represents universities, hospitals and large private foundations. Christopher Leich and Elaine Murphy head the department from the Boston office. Highlights included advising Cubist Pharmaceuticals on tax matters relating to its $9.5bn acquisition by Merck; David Saltzman led the team. Lee Allison led advice to private equity firm TSG Consumer Partners as it bought a minority stake in Pabst Brewing Company; Oasis Beverages was the majority purchaser in a deal totaling $700m. Lucas Rachuba departed the department for Ernst & Young.
Seyfarth Shaw LLP specializes in real estate activities such as REITs, joint ventures and development. There is also a focus on the nonprofit sector and services for tax-exempt organizations. Highlights included advising longstanding client Mack-Cali Realty Corporation on a joint venture with Mills Corporation for an entertainment, recreation and office complex to be built in New Jersey. Steven Meier acted for Inland Real Estate Group as tax and securities counsel in the implementation, distribution and maintenance of real estate securities investment programs, with total offerings expected to be around $1bn. Rita Abro, Joshua Lake and Greta Staat all joined the department as associates in 2015.
The Houston-based tax team at Vinson & Elkins LLP advises on REITs, transactions, SALT, and employee benefits and plans, often working with the firm’s clients in energy sphere, which include numerous MLPs. Practice head George Gerachis and John Lynch, who is recommended, handled two of 2015’s key matters: advising Occidental Petroleum on all tax aspects of its spin-off of its California gas and oil assets into a separate company, and advising Targa Resources Corporation and Targa Resources Partners on the acquisition of Atlas Energy and Atlas Pipeline Partners in a simultaneous merger of the four companies. Miriam Burke retired and Sheri Dillon went to Morgan, Lewis & Bockius LLP.
Bracewell LLP’s team advises on tax matters pertaining to private equity, restructurings, cross-border transactions and real estate infrastructure, for clients based mainly in the energy sector. New York-based Elizabeth McGinley heads the practice, which recently welcomed Robert Jacobson in Houston and Abraham Reshtick in New York from Vinson & Elkins LLP and Ropes & Gray LLP respectively. Key matters in 2015 included advising Kinder Morgan on its acquisition of Hiland Partners in a $3bn deal, with Gregory Bopp leading the team, and McGinley assisting Duke Energy with the sale of its Midwest Commercial Generation Business to Dynegy for $2.8bn.
The Pittsburgh-based team at Buchanan Ingersoll & Rooney handles state, local and federal taxes, matters relating to nonprofits, and international tax issues. Recent mandates included advising a European-based fabric manufacturer on the structure of its US operations to minimize tax in three jurisdictions. The team also assisted TV One, a joint venture between Radio One and Comcast, with employee benefits, partnership tax and corporate securities. Mitchell Horowitz, who specializes in civil tax controversies and is a former senior trial attorney for the IRS, now chairs the practice alongside Bruce Booken.
Goodwin Procter LLP has ‘great lawyers and a big practice’, which is chaired by ‘high-quality tax lawyer’ Neal Sandford out of Boston along. Recent highlights included Sandford advising Paramount Group on its IPO of 131m shares of common stock, the largest IPO in the REIT industry since it was first established. The team also advised private equity firm TA Associates on the tax aspects of leveraged buyouts of NorthStar Financial and SkinnyPop Popcorn; Howard Cubell led the advice.
The tax practice at Irell & Manella LLP overlaps with the transactional teams handling real estate, IP, entertainment and aviation matters. Of counsel Elliot Freier heads the practice from Los Angeles and led the tax advice to Guggenheim Securities in the initial purchase of $340m of debt securities offered by Dick Clark Productions, which are backed by intellectual property and revenue from shows such as the Billboard Music Awards. Freier also advised SONIFI, a company that offers digital solutions to the hospitality industry, on a $100m debt-for-equity exchange and capital structure enhancement. Kyle Kawakami is a notable name and is based in Newport Beach.
Ivins, Phillips & Barker has offices in Los Angeles and Washington DC and focuses on tax and estate planning, corporate tax and employee benefits. Eric Fox is the managing partner and has expertise in corporate and international taxation, and controversy. Rosina Barker advises on tax and securities law, and employee benefits and executive compensation. Former partner Robert Wellen was appointed associate chief counsel (corporate) at the IRS.
Linklaters LLP’s team advises on US and international tax matters and frequently handles M&A, private equity, investment funds, capital markets and real estate transactions. Gordon Warnke heads the global tax practice, which was recently boosted by the arrival of restructuring and insolvency lawyer Margot Schonholtz in New York from Willkie Farr & Gallagher LLP. Schonholtz led advice to Wells Fargo, as administrative agent for the first lien creditors, regarding the Chapter 11 of Sabine Oil & Gas. Operating out of Washington DC, Jasper Howard is another key partner in the practice, and he led the tax advice to Occidental Petroleum in its proposed separation of its California assets into a separate entity.
Morris, Manning & Martin, LLP’s practice covers all tax matters, with a focus on business tax and planning for growth businesses. Other specializations include real estate and executive compensation. Charles Beaudrot and Timothy Pollock head the department - Beaudrot having rejoined the practice following several years as chief judge of the Georgia Tax Tribunal. Beaudrot and Anthony Boggs assisted Cole Corporate Income Trust with the tax aspects of its merger with Select Income REIT in a $3bn transaction. Boggs led advice to Coalition America Holdings Company and a number of its subsidiaries in the sale of equity interests to a private equity firm.
Arnold & Porter Kaye Scholer LLP is best known for its work relating to the formation of REITs and in the area of nonprofit and charitable organizations. Key matters in 2015 included acting as special REIT tax counsel to Health Care REIT (now Welltower) in its acquisition of HealthLease Properties REIT, a publicly traded Canadian REIT with properties in Canada and the US; Joseph Howe led on this. Practice head James Joseph was lead partner as the team served as primary counsel to LeanIn.Org, the nonprofit founded by Facebook COO, Sheryl Sandberg; the team assisted with tax matters relating to operating issues.
Baker & Hostetler LLP’s practice has a focus on state and local tax, private wealth, nonprofit organizations, executive compensation and transactional tax issues. Notable recent work includes advising a longstanding US-based client on tax structuring and post-acquisition structuring related to its acquisition by a multinational food ingredient company. Another matter involved advising a client on restructuring prior to an IPO. The 70-strong team is headed by Paul Schmidt, who handles tax controversy as well as international and transactional tax. James Mastracchio departed for Dentons, while associate Sarah Ma left for Katten Muchin Rosenman LLP.
Choate, Hall & Stewart’s Boston tax practice has four partners and assists clients with M&A, joint ventures, restructuring, debt financing and real estate matters. Its clients mainly come from the biopharmaceutical, healthcare, technology, equipment manufacturing and private equity fields. Louis Marett is head of the department and played a key role in some of 2015’s highlights, such as advising private equity firm Spectrum on its investment into a healthcare information and market research company. Another key figure in the department is Timothy Becker, who led tax advice to Mainsail Partners in the sale of its portfolio company, Novus Holdings, to Techne Corporation.
Cooley LLP typically works with clients from the biopharmaceutical, technology, energy, telecoms and real estate sectors, and specializes in all facets of taxation, from SALT matters to structuring and investment. Palo Alto-based Mark Winfeld-Hansen chairs the team with New York’s Kathleen Pakenham. Jeremy Naylor, another name to note, specializes in private equity, venture capital and real estate, and was instrumental in assisting Digity Companies with its sale to Alpha Media for $264m. He was also key in advising Battery Ventures on the sale of Industrial Safety Technologies to Tyco International for $329m.
Dentons’ tax team comprises 40 lawyers and advises clients on US and international tax, with a focus on corporate tax, partnerships, real estate, tax-advantaged investing and bankruptcy tax planning. Practice co-leaders are Bruce Davison in Kansas City and Thomas Stephens in Chicago. Significant work included advising Killick Aerospace on tax structuring relating to the sale of four business units to VSE Corporation for $189m, plus a potential earn-out of $50m. It is also representing Caymus Equity Partners in its equity and debt investment in medical imaging equipment distributor Alpha/Axs Holding Company; Davison led the tax advice.
Katten Muchin Rosenman LLP’s tax practice has a strong focus on planning and structuring relating to mergers and acquisitions, spin-offs, private equity, venture capital and REITs. Saul Rudo heads the team from the Chicago office. New client the HAVI Group, a supplier for McDonalds, received tax advice from the team in relation to its buyout of all outstanding equity interests of HAVI from its founder and other equity holders. Another important matter was assisting private equity firm Sterling Partners and its portfolio company, SecureNet, with the sale of SecureNet to Worldpay US. Rudo led the tax advice in both transactions.
Milbank, Tweed, Hadley & McCloy LLP’s tax department, headed by Russell Kestenbaum, is frequently called upon to assist with the firm’s work in asset finance, project finance, bankruptcy and restructuring, and M&A. The team advised an ad hoc group of lenders, including 25 investment banks, on the $1.4bn restructuring of TORM, a listed Danish shipping company. It also advised Energy Capital Partners on its acquisition of Terra-Gen, which owns and operates renewable energy projects across the country. Key attorneys are Mark Regante and Andrew Walker in New York and Michael O’Hara Duff in Los Angeles.
Pillsbury Winthrop Shaw Pittman, LLP’s tax department handles local, state, federal and international tax matters for clients from a broad spread of industries, including energy, pharmaceuticals, transportation and media. James Chudy leads the practice from the New York office, which has a focus on transactional work, such as structuring, M&A, joint ventures and securitizations. Hugh Dougan is another key name from the New York office. Other names to note are Julie Divola in San Francisco and Dana Newman in Los Angeles. Clients include Apple, AT&T, Cisco Systems and HSBC. Matthew Burke, formerly of counsel, moved to PwC.
Stroock & Stroock & Lavan LLP has four partners in its tax department, along with six other practitioners, and advises on a wide range of issues pertaining to M&A, private equity, bankruptcy and restructuring, real estate, REITs and regulated investment companies. Recent matters include acting for a large investment management company in connection with the establishment of a commercial mortgage loan participation platform designed for insurance advisory clients. Another mandate was to advise on tax structuring issues for equity investments in an entertainment company for co-financing and distribution overseas. Jeffrey Uffner heads the tax department; other key lawyers are Mayer Greenberg, Micah Bloomfield and Jonathan Kusko. All based in New York.
Willkie Farr & Gallagher LLP has offices in New York, Washington DC and Houston and a tax team comprising 16 lawyers, which is led by Richard Reinhold. Another name to note is Christopher Peters. The team advised members of the ad hoc lender committee and anchor investors in relation to the restructuring of Vivarte, a French fashion retailer, which involved a debt-for-equity swap. The team also advised Tornier on its $3.3bn merger with Wright Medical Group, and, in the real estate sector, it acted for Hudson’s Bay Company in a joint venture with Simon Property Group valued at $1.8bn. In 2015, the team grew with Anthony Carbone joining from the now defunct Bingham McCutchen, and Arthur Lynch was promoted to partner.
WilmerHale’s team handles the tax aspects of M&A, financings, investments, joint ventures and restructurings. It is particularly strong in advising life sciences companies and tax-exempt organizations. Kimberly Wethly chairs the tax practice and is based in Boston, as are Robert Burke, William Caporizzo and Julie Hogan Rodgers. Richard Andersen is based in New York. The team recently assisted Staples with its $6.3bn acquisition of Home Depot, with Wethly, Caporizzo and Rodgers leading the advice. Richard Giuliani retired from the practice in 2015.