Cravath, Swaine & Moore LLP’s premier transactional tax practice in New York advises on a wide range of matters, including mergers, spin-offs, joint ventures, fund formations, and restructurings. The team’s client base includes leading names such as Johnson & Johnson and The Walt Disney Company, with the team recently advising Johnson & Johnson in connection with the separation of major pure-play consumer health company Kenvue, Inc., a historic split-off transaction. Lauren Angelilli, focusing on the tax aspects of domestic and cross-border M&A spin-offs, restructurings, and joint ventures, leads the department. Ronald Creamer offers notable expertise in cross-border acquisitions and dispositions as well as in relation to the IRS review of tax-efficient financing techniques and capital markets transactions. Christopher Fargo advises on mergers, reorganizations, securities offerings, and joint ventures in a wide range of industries, including media, retail, telecoms, energy, healthcare and fintech. Leonard Teti assists clients in spin-offs and private equity transactions as well as during IRS audits. Andrew Davis‘s diverse practice covers SPAC, spin-off, and private equity transactions as well as securities offerings, while Arvind Ravichandran represents major clients in the mining, tech, and healthcare sectors, among others.

Debevoise & Plimpton LLP’s transactional tax practice advises clients in a wide range of sectors, including private equity, banking, tech, media, healthcare, insurance, investment management, and real estate, offering considerable expertise in relation to mergers, spin-offs, fund formations, joint ventures, and restructurings, among other matters. Peter Schuur chairs the firm’s global group, regularly advising on M&A, joint ventures, and spin-offs and specializing in corporate transactions in the insurance industry. Peter Furci, the firm’s presiding partner, continues to assist major clients in connection with a wide range of corporate transactions, including debt and equity securities offerings. Michael Bolotin advises on M&A, real estate joint ventures, the formation of real estate investment trusts, and private investment fund formation. Erin Cleary’s client base includes leading private equity and corporate clients. Stephen Jordan focuses on the tax aspects of fundraisings and M&A transactions, while Daniel Priest is strong in the private equity and insurance spaces. Lena Smith, with notable experience advising on the structuring and formation of private investment funds and investment fund manager platforms, was promoted to partner in May 2023. All lawyers mentioned are in New York.

Kirkland & Ellis LLP’s non-contentious tax group advises on a broad range of high-value matters, including domestic and international M&A, buyouts, real estate investments, fund formations, restructurings, and bankruptcy reorganizations. Dean Shulman in New York, with considerable experience handling tax-free spin-offs, leveraged buyouts, IPOs, and fund formations, leads the team alongside Chicago’s Todd Maynes, who focuses on tax issues in debt restructurings as well as bankruptcy and insolvency proceedings. Chicago-based Rachel Cantor has a strong track record handling acquisitions, leveraged buyouts, joint ventures, recapitalizations, and debt and equity restructurings. David Wheat, operating from Dallas and Houston, offers expertise in M&A transactions and divestitures involving large public and private corporations and partnerships, while Vin Thorn in Boston is well known for advising on the tax aspects of private equity transactions. Los Angeles-based Anne Kim counts private equity funds, public and private companies, and publicly traded partnerships among her client roster. Mike Carew in Chicago is also a key contact, advising on the tax aspects of securities issuances, recapitalizations, joint ventures, and debt and equity restructurings, among other issues. New York’s Sara Zablotney focuses on the tax aspects of M&A, spin-offs, divestitures, and joint ventures. Chicago-based Gregory Gallagher‘s domestic practice covers M&A, spin-offs, IPOs, and debt restructuring, while Mark Schwed in New York is noted for his experience advising on SPAC IPOs, financings, and business combinations. New York-based Joseph Tootle advises on the tax aspects of REITs and real estate transactions, among others. In 2023, David Wallace and Sam Kamyans joined the firm’s Washington DC office from Skadden, Arps, Slate, Meagher & Flom LLP and Allen & Overy LLP, respectively.

Latham & Watkins LLP’s transactional tax group services a client roster that includes blue-chip corporations, private equity firms, financial institutions and investment banks, with the firm regularly operating in the financial services, energy, retail, life sciences, and natural resources sectors, among others. Katharine Moir, based in the Bay Area, leads on transactional tax, often advising private equity firms and companies on the tax aspects of major transactions, including take-private acquisitions. New York-based Jiyeon Lee-Lim, global chair of the firm’s overall tax department, has recently assisted several SPACs in connection with IPOs and business combinations. David Raab, also in New York, has handled multibillion-dollar deals for leading names such as Energy Capital Partners and The Carlyle Group. Northern California’s Kirt Switzer focuses on federal taxation of corporations and partnerships, while Pardis Zomorodi in Los Angeles represents companies, REITS, private equity firms, and investment banks in relation to M&A, spin-offs, and joint ventures. Andrea Ramezan-Jackson in Washington DC advises domestic and international corporations, partnerships, and limited liability companies as well as private equity and venture capital funds.  Joe Kronsnoble in Chicago is well known for advising private equity firms as well as for his bankruptcy expertise. Matthew Dewitz in New York and Houston’s Bryant Lee also play key roles in the team. Samuel Weiner retired in December 2023.

McDermott Will & Emery LLP’s transactional tax practice, with offices in Chicago, Boston, California, Washington DC, Dallas, and Miami, offers broad expertise to blue-chip clients, focusing on the tax aspects of corporate restructurings and M&A. Timothy Shuman in Washington DC, advising on domestic and cross-border acquisitions, dispositions, and restructurings, leads the global group alongside Jane Wells May in Chicago, who focuses on state and local tax issues. Miami-based Steven Hadjilogiou specializes in tax optimization, while Brian Jenn in Chicago represents companies on tax-driven restructurings, foreign tax credits, and global tax policies, among other issues. San Francisco’s Dominika Korytek offers expertise in federal tax planning, especially to clients in the tech sector. John Lutz in New York is strong in the financial sector, regularly representing banks in connection with a wide range of matters, including municipal derivatives and tax-exempt bond securitizations. Damon Lyon in Chicago is well known for handling tax issues in cross-border restructurings. Lowell Yoder, also in Chicago, continues to leverage his considerable experience in cross-border transactions. DC’s David Noren is excellent in matters concerning subpart F rules, bilateral income tax treaties, and transfer pricing issues. Manuel Rajunov in Dallas advises on M&A transactions, real estate investments, and structured finance transactions. Shawn O’Brien in Houston and Frank Jackson in New York joined the firm in October 2023 from Mayer Brown and Jones Day, respectively.

Paul, Weiss, Rifkind, Wharton & Garrison LLP’s New York-based transactional tax practice regularly advises major clients, including Fortune 500 companies, investment firms, and financial institutions, on major M&A and private equity deals, SPAC and securitization transactions, IPOs, and restructurings, among other matters. The team continues to advise industrial giant General Electric in relation to its reorganization by way of several spin-offs into three separate public companies operating in the aviation, healthcare and energy sectors. Jeffrey Samuels advises on a broad range of matters, including public and private M&A, spin-offs, investment fund structuring, and partnership and joint venture transactions. Brad Okun focuses on the tax aspects of M&A deals, restructurings, and corporate finance transactions. Scott Sontag’s broad client base includes public companies, private equity funds, and REITs, while Lindsay Parks advises investment funds and strategic clients in relation to joint ventures, carve-outs, restructurings, fund formation, and complex debt and equity offerings, among other issues. The four partners jointly chair the group, within which federal tax experts Robert Holo, who recently led a team advising cosmetics multinational Estée Lauder in relation to its $2.8 billion acquisition of luxury brand TOM FORD, and Matthew Jordan, who has experience advising private equity giants Apollo Global Management, General Atlantic, and Roark Capital Partners, play a key role.

Simpson Thacher & Bartlett LLP’s transactional tax team regularly assists clients in the corporate, banking, private equity and real estate spaces on the tax aspects of major transactions. Marcy Geller, advising on private investment fund formation, M&A, REIT and real estate transactions, joint ventures, and corporate restructurings, leads the team alongside Nancy Mehlman, who offers broad expertise covering tax-free spin-offs, real estate transactions, fund formations, partnerships, and joint ventures, among other matters. Jonathan Goldstein advises major clients, including global investment firm Blackstone, on private investment fund formation, renewable energy transactions, and corporate restructurings. Russell Light has notable experience advising major private investment fund sponsors, including Apollo Global Management, Blackrock and The Carlyle Group. Benjamin Rippeon in Washington DC counts corporations, investment funds, sovereign wealth funds, partnerships, and SPACs among his client base. Andrew Purcell and Sophie Staples also stand out for their work, particularly in relation to M&A and private equity matters, respectively. Caroline Phillips and Jacqueline Clinton became partners in January 2024. Unless otherwise noted, all lawyers mentioned are based in New York.

Skadden, Arps, Slate, Meagher & Flom LLP’s non-contentious tax practice, with offices in New York, Washington DC, Boston, Chicago, and Palo Alto, has a foothold in a wide range of key industries, including tech, media, retail, life sciences, real estate, mining, and insurance. A recent highlight for the practice has been its representation of Liberty Media Corporation in connection with its $2.7bn split-off of the baseball team Atlanta Braves and the real estate surrounding the Braves’ stadium. Practice head Eric Sensenbrenner, based in Washington DC, has considerable experience handling the tax aspects of mergers, acquisitions, spin-offs, and capital markets transactions for household names such as Apple, Ford Motor Company, IBM, and Pfizer. David Polster, head of the tax group in Chicago, offers broad expertise covering partnership transactions, mergers, IPOs, REITs, regulated investment companies, Section 1031 exchanges, and restructurings. New York tax head Steven Matays focuses on M&A, spin-offs, debt and equity offerings, corporate and partnership restructurings, and joint ventures, while David Rievman, also in New York, regularly represents public corporations, privately held businesses, investment banks, and private equity sponsors. Palo Alto’s Nathan Giesselman is active in the private equity and entertainment spaces.

Weil, Gotshal & Manges LLP‘s experienced non-contentious tax practice handles complex M&A, capital markets offerings, restructurings, securitizations, and real estate investments, among other matters. The team has a strong reputation for its private funds expertise, which extends to advising newer entrants to the market such as sovereign wealth funds, pension funds, and DFIs, as well as for its tax bankruptcy offering, regularly representing debtors, creditors and other investors in relation to a wide range of matters, including tax efficient plans of reorganization and liquidation. Practice head Joseph Pari, operating from both New York and Washington DC and with major clients in the tech and private equity spaces, has a broad practice covering mergers, spin-offs, workouts, and financings. Stuart Goldring in New York is well known for handling federal income tax matters for financially distressed companies, advising debtors, creditors, acquirers, and investors. Devon Bodoh in Washington DC heads the firm’s international tax practice. New York’s Chayim Neubort has considerable experience advising major corporations on internal tax planning and reorganizations. Noah Beck, also in New York, primarily works with private equity sponsors and their portfolio companies.

A&O Shearman’s non-contentious tax offering has a particularly strong reputation for advising multinational companies on cross-border M&A and financial offerings. The team also has considerable experience representing private equity clients and sovereign wealth funds, including China Investment Corporation, in relation to the acquisition and tax-efficient structuring of portfolio companies. Larry Crouch, dividing his time between the firm’s New York and Menlo Park offices, leads the practice. His broad experience covers M&A, capital markets, and joint venture transactions, particularly those involving private equity sellers and buyers. Washington DC’s Todd Lowther offers expertise handling private equity funds and petroleum industry taxation issues. Ryan Bray in Dallas regularly advises emerging growth companies and their founders on choice-of-entity decisions, while New York’s Derek Kershaw handles M&A, private equity and hedge fund investments and structuring, and REITs transactions, among other matters.

Eversheds Sutherland’s transactional tax team, primarily operating out of Washington DC and Atlanta, continues to advise a diverse client base that includes several household names in the tech, renewables, insurance, and energy spaces. Practice head Robert Chase regularly advises major multinationals on a wide range of transactions, including acquisitions, dispositions, joint ventures, and restructurings. With deep experience Ellen McElroy offers expertise in federal tax matters, including tax accounting concerns and accounting method considerations. Daniel McKeithen in Atlanta has a strong reputation for his federal tax planning, real estate structuring, partnerships, fund formations, and direct investments knowledge. Xenia Garofalo focuses on providing tax and structuring advice to institutional and global investors, fund sponsors, and multinational companies. Atlanta’s Wes Sheumaker offers clients considerable expertise in federal income tax matters, including domestic and international tax planning as well as transactions involving partnerships, limited liability companies, and corporations. Jason Dexter left the firm in February 2023 for a role at the Internal Revenue Service. All lawyers mentioned are based in Washington DC unless otherwise stated.

With offices in New York, Washington DC, California, and Texas, Gibson, Dunn & Crutcher LLP’s transactional tax team is well placed to handle matters for major clients, including multinational corporations, sovereign wealth funds, investment funds, and start-ups, in several key industries. The energy sector has recently been an area of strength, with the practice advising oil and gas exploration and production company Pioneer Natural Resources in relation to its $65bn with ExxonMobil. New York- and Washington DC-based practice head Eric Sloan has deep experience in the field, with expertise advising on the use of partnerships and limited liability companies in mergers, financial transactions, and restructurings, as well as handling spin-offs and IPOs (including Up-C IPOs). Having joined the firm in July 2023 from Paul Hastings LLP, Houston’s Greg Nelson brings considerable experience in federal income tax matters, particularly those concerning corporations and partnerships operating in the energy space. Pamela Endreny in New York advises on the tax aspects of mergers, spin-offs, joint ventures, financings, restructurings, and capital markets transactions. Dallas- and Houston-based Michael Cannon is strong in the energy and infrastructure sectors, while Matt Donnelly in Washington DC handles both federal and state income tax matters, including mergers, Reverse Morris Trust transactions, joint ventures, restructurings, and reorganizations. Dora Arash in Los Angeles has notable experience in taxable stock and asset acquisitions as well as in tax-free reorganizations. New York’s Edward Wei offers broad expertise covering M&A, spin-offs, joint ventures, de-SPAC transactions, and restructurings.

Hogan Lovells US LLP‘s non-contentious tax practice is particularly strong in the life sciences, real estate, tech, media, and telecoms industries, as well as in the sports and entertainment space, recently advising a consortium led by Josh Harris, co-founder of private equity giant Apollo Global Management, on its $6.05bn acquisition of NFL team Washington Commanders, as well as MLS team Inter Miami CF in relation to the signing of soccer legend Lionel Messi. Practice head Siobhan Rausch, based in Washington DC, specializes in tax-exempt organizations work, advising charitable, educational, health, and scientific research organizations as well as private foundations and trade associations. Cristina Arumi, also in DC, is especially active in the real estate sector, regularly representing REITs and real estate funds on foreign investments in US real estate. Jessica Millett in New York offers expertise in the real estate, private equity, and energy sectors, while San Francisco’s Josh Scala is strong handling healthcare and seniors housing real estate matters for REITs and institutional investors. Jasper Howard‘s broad expertise encompasses tax-free spin-offs and restructurings, while Scott Lilienthal concentrates on public finance matters. Both lawyers are in Washington DC.  Jeffrey Uffner and Steven Schneider joined the firm in New York in 2023 from Stroock & Stroock & Lavan LLP, while Christine Lane left the firm in April of the same year.

Mayer Brown’s transactional tax practice advises corporations, financial institutions, asset managers, and trade associations, among other clients, on a wide range of matters, including M&A, capital market issuances, redemptions, solicitations, and restructurings, with particular strength in the securitization and structured finance space. Jason Bazar in New York regularly advises corporate, banking, and investment fund clients on the tax aspects of financing and business combination transactions, leading the practice alongside tax controversy specialists Brian Kittle  and Thomas Kittle-Kamp. San Francisco’s Remmelt Reigersman focuses on federal and international tax matters, representing issuers, investment banks, and investors in connection with various financing and capital markets transactions, including public offerings. Lucas Giardelli in New York specializes in international matters, including tax-efficient restructurings and financings as well as post-acquisition integration. Michelle Jewett in New York offers broad expertise covering M&A and restructurings as well as matters involving investment funds and REITs, while Chicago-based James Barry is a go-to lawyer for domestic and international tax planning advice. Michael Lebowitz and Amanda Rosenberg both departed the firm in August 2023.

With a strong presence on both the East and West Coasts as well as in major cities such as New York and Chicago, Paul Hastings LLP’s transactional tax group is well placed to advise clients in a broad range of key sectors, including tech, real estate, media, private equity, biotech, and pharma. Joseph Opich in New York has a broad practice covering structured finance, CLOs, investment funds, mergers, capital markets offerings, and restructurings. Los Angeles-based Michael Haun advises domestic and international clients on partnership and limited liability company formation, restructurings, acquisitions, and dispositions, among other matters. New York’s David Makso specializes in cross-border and leveraged finance transactions. Douglas Schaaf in Orange County is strong in the private equity space, while Ziemowit Smulkowski in Chicago focuses on federal income tax issues arising in the context of private equity-backed investments, M&A deals, and management compensation. Thomas Wisialowski, based in the firm’s Palo Alto office, specializes in structuring venture capital and real estate transactions. Chicago's Paul Patrow joined the firm in April 2023 from Kirkland & Ellis LLP.

Proskauer Rose LLP’s transactional tax team has considerable experience handling the full spectrum of corporate and financial taxation matters, with particular strength in the fund formation space. The group is also notably active in the sports sector, recently advising Major League Soccer on several issues, including the signing of soccer legend Lionel Messi by Inter Miami CF. Amanda Nussbaum, with considerable expertise structuring taxable and tax-free M&A, real estate transactions, and capital markets offerings, as well as in sports tax matters, heads the practice in New York. David Miller, also in New York, has broad experience encompassing the taxation of derivatives, private equity and hedge funds, lending transactions, multinational mergers, and workouts, among other issues. Scott Jones in Boston focuses on tax planning for private equity fund managers in relation to fundraising and internal organization matters. He also advises domestic and international investors on investments in venture capital, buyout, and hedge funds. Arnold May and Jeremy Naylor, both in Boston, are well known for advising fund managers and fund sponsors, respectively. Jamiel Poindexter, also in Boston, handles matters involving venture capital, buyout, and secondary funds, as well as other investment partnerships. Alan Parnes retired in April 2023.

Ropes & Gray LLP’s transactional tax team advises a wide range of clients, including public and private companies, private equity firms, tax-exempt organizations, and asset managers on the tax aspects of M&A, financings, restructurings, and spin-offs, among other issues. The team has a particularly strong reputation for its work in the biotech/ life sciences space, including in relation to licensing and collaboration agreements. Elaine Murphy, with considerable experience advising institutional and global investors, fund sponsors and advisers, and multinational companies on international and US tax matters, chairs the practice. James Brown in New York advises several leading private equity sponsors and investment advisors on a wide range of matters, including M&A, recapitalizations, joint ventures, and fund structuring. Pamela Glazier represents middle-market and premier private equity firms operating in the banking, tech, retail, and life sciences sectors, among others, as well as registered investment companies on transactional and mutual funds matters. Adam Greenwood in New York advises global asset managers and private equity sponsors, while David Saltzman concentrates on international tax matters, advising multinationals, financial institutions investment funds, and global investors. Amanda Holt focuses on transactional tax, including corporate and partnership taxation. Tristan Evans-Wilent, Samuel Duncan, Franziska Hertel, and Brandon Dunn were all promoted to partnership in November 2023. All lawyers mentioned are based in Boston, unless stated otherwise.

Wachtell, Lipton, Rosen & Katz‘s transactional tax team in New York ably services the firm’s M&A practice, advising on the tax aspects of M&A, spin-offs, joint ventures, financings, and restructurings. The group has considerable experience handling major mandates, recently assisting Adobe with its $20bn acquisition of venture-backed product design company Figma as well as Michael Jordan in relation to the sale of his majority stake in NBA team the Charlotte Hornets to a group led by private equity executives. Jodi Schwartz’s broad expertise covers M&A transactions, joint ventures, spin-offs, and financial instruments. Deborah Paul has notable experience in strategic acquisitions and private equity buyouts, while T Eiko Stange advises clients in the telecoms, tech, pharma, banking and financial services, media, real estate, and retail sectors, among others. Joshua Holmes, Tijana Dvornic, and Rachel Reisberg also play key roles in the team.

White & Case LLP advises a strong client roster that includes multinational corporations, financial institutions, investment funds, individuals, governments, and sovereign wealth funds. Practice head Sang Ji has considerable experience handling the tax aspects of M&A, securities offerings, financial products, and investment funds. He is particularly well known for advising on stock and asset acquisitions, including tax-free reorganizations. David Dreier focuses on M&A, restructuring, bank financing, and securitization transactions. Steven Gee offers expertise in M&A and securitization transactions as well as in relation to tax issues concerning intellectual property. Having joined the firm from Mayer Brown LLP in February 2023, Jeffrey Davis in Washington DC brings experience in a wide range of US federal income tax matters. He has particular strength in the renewables space, advising on tax equity financings, portfolio acquisitions, back leverage financings, and tax credits, among other matters. Chad McCormick in Houston advises clients, especially in the oil and gas sector, on tax-efficient structures concerning both domestic and cross-border mergers, acquisitions, and separations as well as on the tax aspects of capital markets transactions and S-corp financings. Scott Fryman specializes in SPAC IPOs, financings, and business combinations. All lawyers mentioned are in New York unless otherwise mentioned.

The tax team at Cadwalader, Wickersham & Taft LLP, primarily based in New York, advises a client roster that includes multinational corporations, SPACs, private equity firms, and investment banks on a wide range of matters. The group is often involved in major developments in the field, recently advising Bill Ackman’s Pershing Square SPARC Holdings in relation to the registration of its novel investment vehicle. Practice chair Linda Swartz has extensive experience structuring M&A, spin-offs, and joint ventures, as well as advising major clients on restructurings, fund structures, and financing and derivative transactions. Gary Silverstein is a leading figure when it comes to handling the tax aspects of mortgage-backed and asset-backed securities, real estate mortgage investment conduits, collateralized loan obligations, and other debt issuances. Mark Howe in Washington DC has notable experience in the tax structuring of domestic and offshore investment funds. Having joined the firm as partner from Cravath, Swaine & Moore LLP in January 2023, Andrew Carlon brings notable experience in cross-border restructurings and spin-offs, including pro rata spin-offs, split-offs, Morris Trust spin-merge transactions, and IPO-spin combinations.

DLA Piper LLP (US)’s non-contentious tax practice, led by Stacy Paz in Silicon Valley alongside Seattle-based Alison Maxwell, continues to claim its share of middle-market and major transactions, including in emerging areas such as tax insurance and digital assets structuring. The team also has a strong offering in the sports space, recently advising the majority owners of NBA team the Phoenix Suns as well as the investment arm of NFL team the San Francisco 49ers. Senior partner Gerald Rokoff leads a group dedicated to handling the tax structuring of asset management and financial product transactions, while Shiukay Hung is an expert in REIT tax, representing both sponsors and investors. Thomas Geraghty in Chicago advises on mergers, including those involving SPACs and up-C structures, joint ventures, securities offerings, restructurings, real estate investments, and investments in cryptocurrency and digital assets. Frank Mugabi’s broad experience in the oil and gas sector extends to private equity M&A as well as de-SPAC and Reverse Morris transactions. Drew Young has recently focused his efforts on renewable energy matters, especially those concerning the new Inflation Reduction Act. Associate John Wei is highly regarded. Kurtis Weaver in Boston was promoted to partnership in 2023, with the group also strengthened by the arrivals of David Pope, Los Angeles- and Palo Alto-based Brian Hamano, and Andrew Kreisberg in San Diego. Unless otherwise noted, lawyers mentioned are based in New York.

Freshfields Bruckhaus Deringer LLP’s offers considerable non-contentious tax expertise to major clients in the tech, pharma, energy, and financial services sectors, among others. Practice head Claude Stansbury in Washington DC advises domestic and international companies, private equity funds, and financial advisors on acquisitions, financings, restructurings, and disposals. He also has notable experience representing financial institutions and multinationals in relation to the taxation of derivatives and other financial products. Joseph Soltis in New York advises several Fortune 500 companies on taxable and tax-free M&A, recapitalizations, financings, investments, reorganizations, and securities issuances. Dennis Caracristi, also in New York, advises banking groups, underwriters, companies, private equity and hedge funds, and sovereign wealth investors on a broad range of issues, including stock offerings, spin-offs, derivatives, and securitizations. Robert Scarborough left the firm in 2023 for a role at the Internal Revenue Service.

Goodwin’s non-contentious tax practice advises on a broad range of matters, such as taxable and tax-free M&A, recapitalizations, joint ventures, and leveraged buyouts. The team is particularly strong in the life sciences space, regularly representing clients ranging from start-ups to mature public companies, as well as in the real estate sector, offering considerable combined expertise to REITs, private equity funds, developers, pension fund advisors, and domestic and international investors. Boston-based practice head Neal Sandford handles transactions involving S corporations, investments by tax-exempt investors, and restructurings, among other issues. Howard Cubell, also in Boston, specializes in advising private equity sponsors on acquiring, disposing of, and recapitalizing portfolio companies. Janet Andolina, chair of the firm’s New York office, has notable experience in M&A, spin-offs, restructurings, and reorganizations. Boston’s Edward Glazer regularly advises on the structuring of collective investment vehicles, real estate securitizations, REITS, and capital markets investment management. Kelsey LeMaster in San Francisco has several major long-term clients in the real estate sector, while New York’s Romina Weiss is strong in the tech and private equity spaces.

Jones Day’s non-contentious tax team, operating primarily from Washington DC and New York, advises private equity funds, sovereign wealth funds, and corporations, among other clients, on a wide range of issues. Edward Kennedy in New York, regularly advising Fortune 500 companies, investors, private equity firms, and hedge funds, leads the group alongside Washington DC’s Joseph Goldman, who has deep experience handling the tax aspects of M&A, post-acquisition integration, restructurings, and intellectual property licensing, with particular expertise in the life sciences space. Andrew Eisenberg in Washington DC advises on federal income tax issues concerning corporate M&A, including taxable and tax-free stock and asset acquisitions and dispositions, post-acquisition restructurings, incorporation transactions, and liquidating and non-liquidating distributions. Colleen Laduzinski, with considerable experience acting as tax counsel on both the debtor and creditor side, is partner-in-charge of the firm’s Boston office. DC’s Christopher Hanfling and Kelly Rubin in Dallas are key contacts, both with notable expertise in federal tax matters.

Morrison Foerster’s transactional tax practice offers considerable combined expertise in the real estate and semiconductor sectors, last year advising the $5.2bn semiconductor IP company Arm Holdings Ltd in relation to its Nasdaq Global Select Market IPO. The group is also notably active in the biotech/pharma and sustainability spaces. New York-based practice chair Anthony Carbone advises clients on M&A, reorganizations, fund formation, and leveraged buyouts, with a client base that includes acquiring and target companies, private equity funds, deal sponsors, investment banks, commercial banks, and venture capital and hedge funds. Shane Shelley in San Diego focuses on federal income tax issues in the real estate, renewable energy, and financial products spaces. San Francisco’s Bernie Pistillo handles the tax aspects of international and domestic mergers, corporate restructurings, and spin-offs. Joy MacIntyre, also in San Francisco, has extensive experience forming partnerships, limited liability companies, Subchapter C and S corporations, real estate investment trusts, mutual funds, and tax-exempt entities. Brian Radigan in New York advises private equity funds, startup entities, REITs, and multinational corporations. Dave Sturgeon and Katherine Erbeznik, both in New York, play key roles in the team. Jay Blaivas departed the firm in September 2023.

With a strong presence on both the East and West Coasts, Orrick, Herrington & Sutcliffe LLP’s transactional tax team has notable experience in a broad range of key sectors, including tech, life sciences, financial services, energy, and electronics, among others. Eric Wall in San Francisco, focusing on corporate and partnership taxation, is the global leader of the firm’s tax department. He is particularly active in the tech and life sciences spaces. John Narducci heads the New York tax team and is well known for handling the tax aspects of securities offerings, mergers, restructurings, and energy market transactions, among other matters. Peter Connors, also in New York, specializes in cross-border transactions generally, strong in the renewables sector, with niche expertise in matters concerning tax credits for carbon capture and sequestration. San Francisco’s SeoJung Park advises on private equity, M&A, and venture financings in the tech and life sciences industries, while senior associate Kimberly Loocke, also in San Francisco, focuses on corporate and real estate transactions as well as sales and use taxation.

Schulte Roth & Zabel LLP’s transactional tax team in New York is highly active in the investment funds space, advising major hedge funds, private equity firms, and alternative asset managers on a broad range of issues. The practice has considerable experience in the emerging digital economy sector, recently advising Pantera Capital in relation to its investments in cryptocurrency and blockchain venture technology, as well as in the CLO market. Alan Waldenberg has a strong reputation for handling M&A, restructurings and workouts, and international investments, particularly those involving investment funds. He leads the team alongside Shlomo Twerski, recently instructed in relation to hedge fund and management company structures, private investment funds, and FATCA issues. Philippe Benedict is well versed in the tax aspects of securitizations, fund formation and structuring, and spin-offs. David Wermuth regularly represents investment managers, while Elie Zolty’s experience encompasses onshore and offshore investment funds, private equity partnerships, REITs, and real estate joint ventures.

Vinson & Elkins LLP’s transactional tax practice is particularly strong in the traditional energy sector, regularly advising up-, mid- and downstream companies, as well as drillers, service companies and energy-focused private equity funds. The team is also well known for handling MLP tax matters, REITS, and de-SPAC merger transactions. Texas-based Ryan Carney, regularly advising partnerships, MLPs, and corporations in relation to M&A, joint ventures, divestitures, and public offerings, leads the practice alongside David Peck in Dallas, who is well known for representing private equity clients. Ron Nardini in New York is active in the investment funds space. Lauren Collins in Los Angeles specializes in project finance-related tax matters, especially those concerning renewable energy and infrastructure assets. Washington DC’s Gary Huffman has extensive experience advising multinational corporations, including major oil and gas exploration and production companies. John Lynch in Houston focuses on federal income tax issues in the energy and infrastructure spaces, while Christopher Mangin in Richmond offers real estate expertise.

Willkie Farr & Gallagher LLP’s non-contentious tax practice in New York works closely with lawyers in the firm’s other departments, especially corporate, finance, real estate and asset management, to advise on a high volume of middle-market and billion-dollar transactions. Practice head Christopher Peters advises domestic and international clients, including private equity funds and insurance companies, on the tax aspects of taxable and tax-free mergers, acquisitions, spin-offs, leveraged buyouts, and joint ventures. Guy Inbar is experienced in the formation of REITs, real estate funds, and joint venture vehicles. Elizabeth Buckley Lewis focuses on advising not-for-profit organizations and asset management clients. Arthur Lynch’s broad expertise extends to matters relating to the convergence of the insurance and capital markets spaces (such as insurance-linked funds, catastrophe bonds, and sidecar investments) as well as public and private offerings of securities of offshore insurance companies. Vadim Mahmoudov offers expertise in M&A, bankruptcy restructurings, and debt workouts.

Winston & Strawn LLP’s Chicago-based transactional tax team handles a wide range of matters, including acquisitions, dispositions, securitizations, fund formations, and financing transactions, with a particularly strong reputation for advising middle-market private equity funds and SBICs. Practice head Olga Loy focuses on private equity, venture capital, and SBIC fund formation as well as M&A transactions, buyouts, recapitalizations, restructurings, and executive compensation cases. Dennis Kelly specializes in real estate and municipal finance taxation as well as securitization-related tax issues. Donald Goff has considerable experience structuring M&A and private equity transactions, many of the latter involving pre- or post-closing restructurings. Mark Christy is strong in the structured finance and project finance spaces. Angela Rohman-Russo plays a key role in the group, advising on mergers, divestitures, restructurings, and recapitalizations.

Akin’s transactional tax practice has a strong reputation for its financial products and fund formation expertise, particularly in the private equity and hedge fund spaces. The team also regularly handles high-value M&A, restructurings, and financings, among other matters, recently advising major players in several key sectors, such as OpenAI, Apollo Global Management, and an ownership consortium. Patrick Fenn, focusing on the tax aspects of alternative investment vehicles, M&A, and financial restructurings, leads the group alongside investment funds specialist Stuart Leblang. Joshua Williams also focuses on the private investment funds sector, while Olivier De Moor regularly represents investment funds and their investors in connection with federal tax and tax treaty aspects of cross-border transactions. Alexander Specht concentrates on the federal tax issues arising in domestic and cross-border financial transactions, M&A deals, joint ventures, and partnerships. The tax team in Texas plays a key role in the firm’s energy offering, with Alison Chen in Houston advising major clients, including MLPs, operating in that sector. All lawyers mentioned are based in New York unless otherwise stated.

Baker Botts L.L.P.’s non-contentious tax department, primarily operating out of Texas, has an excellent reputation for its expertise in the energy space, regularly advising on mergers, joint ventures, restructurings, and spin-offs, as well as for its SALT practice. Dallas-based practice head Steve Marcus has longstanding expertise advising a wide variety of clients, particularly in the real estate and energy sectors. His expertise covers private equity investments, MLPs and REITs transactions, qualified opportunity zone investments, corporate spinoffs, M&A, and joint ventures. Houston’s Michael Bresson specializes in matters involving renewable energy transactions, publicly traded partnerships, YieldCos, and MLPs. Derek Green, with considerable experience in the oil and gas space, is deputy chair of the practice in Houston. William Gorrod, dividing his time between the firm’s San Francisco and New York offices, advises corporate clients and flow-through entities across a wide range of industries, including tech, financial services, energy, real estate, retail, manufacturing, and pharma. Joshua Mandell and Jon Lobb both stand out for their contributions. Tamar Stanley left the firm in May 2023 for an in-house role.

Clifford Chance’s transactional tax team in New York handles a wide range of cross-border transactions. Newly appointed practice head Paul Seraganian has broad experience encompassing M&A, restructurings, investment fund formation, and portfolio acquisitions/dispositions. He also advises on in- and outbound tax planning, including treaty-based planning and international joint ventures. Philip Wagman’s practice covers mergers, joint ventures, securities offerings, and leveraged buyouts, as well as structured finance and securitization transactions. Michael Seaton focuses on transactions involving public and private REITs, insurance and reinsurance companies, investment funds, and investment structuring. Avrohom Gelber is well known for his finance and capital markets expertise, including in CLO securitization transactions, while Jim Gouwar concentrates on the tax aspects of structured finance transactions such as mortgage- and asset-backed transactions, collateralized loan and debt obligations, and REMICs. Rebecca Pereira is also a key contact. Former practice head David Moldenhauer retired in May 2023.

Holland & Knight LLP offers comprehensive non-contentious tax expertise to a broad range of clients, including public and private companies, private foundations, tax-exempt organizations, individuals, trusts, and partnerships. The practice is well known for handling mid-market transactions as well as private client matters, benefitting from collaboration with the firm’s strong private wealth service group. William Sherman, dividing his time between Miami and Fort Lauderdale, has experience in a broad range of sectors, including hospitality, petrochemicals, tobacco, real estate, transport, telecoms, and pharma. He chairs the group alongside Todd Keator in Dallas and John Martini in Philadelphia. Joshua Odintz in Washington DC advises major clients in the management consulting and pharma spaces. Houston-based Roger Aksamit focuses on energy, natural resources, real estate, and private equity taxation, while Mark Melton in Dallas assists clients with acquisitions, dispositions, investments, and derivatives transactions. Washington DC’s Daniel Strickland has notable expertise advising on tax credits in the renewables space. Having joined the firm in August 2023 from Steptoe LLP, Washington DC’s Robert Rizzi brings vast experience advising domestic and multinational corporations on the tax aspects of M&A, reorganizations, workouts, and joint ventures.

Hunton Andrews Kurth LLP‘s non-contentious tax practice is particularly strong in the structured finance and securitization spaces, with the energy sector another area of focus. Cecelia Horner in Richmond, with notable experience handling the tax aspects of secured financings, acquisitions, transactions involving investment funds and derivatives, and restructurings, chairs the group alongside Houston-based Robert McNamara, who focuses on federal income tax issues concerning business transactions planning, especially in the energy industry. George Howell in Richmond offers expertise in REITs, including in relation to REMICs and other securitization transactions. Washington DC’s David Lowman specializes in energy-related tax credits, while Richmond-based Kendal Sibley advises on equity REITs, mortgage REITs, and private investment funds. Laura Jones, also in Richmond, plays a key role in the team, advising on the tax equity financing of renewable energy projects.

Milbank collaborates closely with the firm’s M&A, private equity, restructuring, and securitization practices to advise on acquisitions, spin-offs, and other transactions, with strength in the public utility, telecoms, and transport sectors. The group is also well known for its work in the private equity and aircraft leasing spaces. Practice head Eschi Rahimi-Laridjani focuses on the tax aspects of structured finance and asset securitization transactions, among other matters. Having joined the firm from Dechert LLP in July 2023, Edward Lemanowicz brings notable experience advising private equity sponsors and their portfolio companies. Russell Kestenbaum represents clients in a broad range of sectors, including entertainment, alternative investment, and financial services, as well as creditors’ committees during bankruptcy proceedings. Max Goodman specializes in the formation of joint ventures and partnerships, including in the real estate space.

Miller & Chevalier Chartered has a strong track record of handling a broad range of federal tax matters for multinationals, partnerships, S-corporations, and privately held companies. The practice, based in Washington DC, is well known for advising on tax policy issues, including the implications of legislative changes and novel regulations. Layla Asali has considerable experience in cross-border matters, including mergers, intellectual property transactions, supply chain planning, and financings. Marc Gerson leverages his notable experience representing clients before Congress, Treasury, and the IRS to advise on high-stakes tax policy issues. Former Treasury official Rocco Femia advises major corporate clients on transfer pricing and policy matters. Loren Ponds specializes in legislative, regulatory, and other tax policy issues, while David Zimmerman is an expert in corporate tax planning and consolidated returns matters.

Norton Rose Fulbright, with offices in New York and Texas supported by a strong national and global network, has an especially strong reputation for its work in the energy sector, including in the renewables space. New York’s William Cavanagh, regularly handling domestic and cross-border M&A, spin-offs, project finance transactions, securities offerings, and securitized loan transactions, chairs the team alongside Robert Morris in Houston, who focuses on tax controversy matters. Houston-based William Bowers specializes in federal income tax planning for business transactions involving corporations, partnerships, and real estate investment trusts. He offers clients niche expertise in Up-C structure tax issues. Richard Wright in New York is active in the energy, tech, aerospace, and pharma sectors, while Houston’s Stephen Kuntz concentrates on deals involving corporations, partnerships, and limited liability companies. Hilary Lefko in Washington DC has recently acted in relation to tax equity financings, tax credit sales, and renewables M&A.

WilmerHale’s non-contentious tax practice, primarily operating from the firm’s Boston office, handles the tax aspects of transactions in a broad range of sectors, with particular strength advising emerging companies in the tech and life sciences spaces. William Caporizzo, extensive experience handling the tax aspects of mergers, dispositions, and international restructurings, leads the team alongside executive compensation specialist Kimberly Wethly. Julie Rogers has considerable experience in taxable and tax-free mergers, spin-offs, bankruptcies, financing transactions, and state taxation. She has advised clients in the tech, life sciences, financial services, energy, and manufacturing industries, among others. Fred Adam in Palo Alto represents multinational corporations, growth-stage companies, investment funds, and fund portfolio companies on a broad range of tax issues. Meghan Walsh, promoted to partner in January 2024, plays a key role in the team, advising corporations, asset managers, and tax-exempt organizations. Matthew Schnall left the firm in July 2023.

Bracewell LLP’s transactional tax practice, primarily operating from the firm’s offices in New York and Texas, has a strong reputation for its work in the energy sector, handling both traditional and energy transition tax matters. New York-based practice co-chair Elizabeth McGinley advises on up-, mid-, and downstream oil and gas matters as well as carbon capture projects. Firm managing partner and tax practice co-chair Gregory Bopp in Houston focuses on the tax aspects of transactions involving midstream and upstream energy clients, including MLPs. Todd Greenwalt, also in Houston, specializes in representing governmental entities and tax-exempt organizations. Having joined the firm in Dallas in April 2023 from Baker Botts (UK) LLP, Bucky Brannen brings considerable expertise in state and local tax matters. Specializing in energy transition tax incentives, Jennifer Speck joined the firm’s Houston office in January 2024 from an in-house role at a carbon solutions company.

Choate, Hall & Stewart’s Boston-based non-contentious tax practice regularly handles middle-market transactions, primarily advising private equity and venture capital funds. Practice head Olivier Léger is well known for assisting private equity fund sponsors with a wide range of matters, focusing on fund formation and portfolio company acquisitions and divestitures. Senior counsel Louis Marett has considerable experience representing private equity funds and their portfolio companies in connection with M&A  and fund formations. John Chambers represents private equity funds, corporations, and tech companies in relation to domestic and cross-border M&A, financing transactions, and restructurings. Kevin Sarro plays a key role in the team, advising private equity funds, portfolio companies, and financial institutions on growth equity investments, debt restructurings, and reorganizations. Judith Fiorini departed the firm in November 2023.

Cooley LLP offers a comprehensive service covering the full spectrum of local, state, federal and international matters, regularly advising major companies in the tech, life sciences, retail, and media sectors in relation to middle-market and billion-dollar transactions. San Diego’s Todd Gluth, focusing on life sciences and tech matters, leads the group. Alexander Lee, dividing his time between the firm’s Los Angeles and Santa Monica offices, also has vast experience advising life sciences and tech companies, recently representing major players in the crypto mining and biopharma spaces. Eileen Marshall in Washington DC specializes in M&A and financing tax issues, particularly convertible note offerings and tax integrated call spreads. Jonathan Rivinus in Colorado handles M&A and restructurings, while New York-based Jeffrey Tolin advises clients in the tech, pharma, auto, and telecoms industries. Timothy Shapiro in Palo Alto is also a key contact.

Curtis, Mallet-Prevost, Colt & Mosle LLP’s transactional tax offering encompasses a broad range of middle-market and multibillion-dollar transactions, with particular strength in the oil and gas, pharma, mining, and financial services sectors. Marco Blanco, dividing his time between the firm’s Paris, Geneva, and New York offices, advises fund investment managers, sovereign wealth funds, and family offices, among other clients. He leads the team alongside New York-based Klas Holm, who has great experience representing corporations, partnerships, trusts, sovereign wealth funds, and individuals. Olga Beloded, also in New York, advises domestic and overseas companies as well as high-net-worth individuals in connection with mergers, acquisitions, and public securities offerings, specializing in oil and gas matters.

Hughes Hubbard & Reed LLP’s team in New York has a strong track record in middle-market transactions, including mergers, spin-offs, joint ventures, reorganizations, and securities offerings, with real expertise in aviation finance matters. The team is also strong in the life sciences, financial services, media, and tech sectors. Practice head Andrew Braiterman has considerable experience spanning M&A, corporate finance, financial products, and hedge and private equity funds. Spencer Harrison regularly advises non-profit organizations, while Alan Kravitz specializes in aviation finance and equipment finance transactions, advising underwriters, issuers, and lenders, among other interested parties. Charles Wachsstock focuses on the tax aspects of employment and separation agreements. Erin DeCecchis and Justin Cohen both play key roles in the team.

Pillsbury Winthrop Shaw Pittman LLP’s transactional tax practice advises a wide range of clients, including in the tech, financial services, energy, and real estate sectors, on the tax implications of mergers, financings, capital markets offerings, and restructurings, among other matters. Practice head Julie Divola in San Francisco focuses on corporate and partnership transactions, with expertise spanning acquisitions, joint ventures, and spin-offs. Michael Kosnitzky in Miami regularly handles the tax issues faced by individuals, families, and privately held businesses. Los Angeles-based Brett Willis offers broad expertise covering reorganizations, REITs, and private equity investments. Cryptocurrency specialist Joshua Becker divides his time between New York and Miami. Don Lonczak joined the firm’s Washington DC office in August 2023 from Bracewell LLP, bringing extensive experience, particularly in the energy sector. Tax equity specialist Jorge Medina left the firm in February of the same year.

BakerHostetler’s non-contentious tax offering, primarily operating from the firm’s Washington DC and Cleveland offices, covers a broad range of transactions, including tax credit financings, with particular strength in the real estate sector. Jeffrey Paravano leads the firmwide tax group in Washington DC. John Lehrer, also in DC, advises public and private companies on tax-free and taxable corporate and partnership transactions, including mergers, spin-offs, joint ventures, and restructurings. Alexander Szilvas in Cleveland has deep experience and specializes in real estate transactions. He co-chairs the firm’s tax credit finance team alongside Nathan Ware, also in Cleveland, who focuses on tax planning as well as structuring tax-advantaged investments in the project finance space. Alexander Reid and Matthew Elkin in Washington DC advise tax-exempt organizations.

Caplin & Drysdale, Chartered’s transactional tax has a strong reputation for working closely with the firm’s private client practice to assist individuals and families with wealth structuring and tax and estate planning issues. Jonathan Brenner in New York has long-standing experience advising domestic and overseas businesses, US citizens, expatriates, and foreign nationals on tax structuring. He leads the group alongside Washington DC-based private client specialist Anne O’Brien. DC’s Richard Skillman focuses on federal taxation, while Josiah Child in New York counts sovereign wealth funds, pension funds, and high-net-worth individuals as clients. Elizabeth Stevens in Washington DC advises partnerships, LLCs, and S-corporations. Former practice co-heads Beth Kaufman and Megan Wernke left the firm in May 2023.

Dentons’s non-contentious tax team is particularly strong advising domestic and overseas acquirers and targets in relation to taxable and nontaxable acquisitions and dispositions. The team also has a good reputation for handling real estate taxation issues. Kansas City’s Bruce Davison focuses on mergers and real estate transactions as well as transactions involving limited liability companies, S-corporations, and tax-exempt organizations. Mark Astling in Salt Lake City advises corporations, pass-through entities, and individuals on business formation, equity compensation, and debt and equity offerings. Mark Lloyd in Louisville has considerable experience assisting clients with local, state, and federal tax issues. Nick Kappas left the firm in March 2023.

Noted for its expertise in state and local tax matters, K&L Gates’ non-contentious tax practice advises a broad range of clients, from start-ups to Fortune 100 companies. Cindy Ohlenforst in Dallas, experienced in the energy, tech, broadcasting, transport, and airline sectors, leads the group alongside state and local tax specialist Sam Megally, also in Dallas, who often handles income, sales, franchise, and property tax issues. William LeDoux specializes in multistate tax planning. He also advises on the tax implications of acquisitions and restructurings. Adam Tejeda in New York is strong in the private investment funds space, while Charlotte’s Jared Mobley advises on a wide range of local, state, and federal tax matters.

Katten’s transactional tax planning team is well known for handling the tax aspects of major M&A, recently advising on the acquisition of NBA team The Charlotte Hornets by a consortium. Saul Rudo in Chicago, with considerable experience representing middle-market private equity firms, family offices, and closely held businesses, chairs the group. He often advises on M&A matters as well as on the tax implications of venture capital and start-up transactions. Valentina Famparska, also in Chicago, focuses on the federal income tax aspects of a variety of transactions, from fund formations to leveraged buyouts.

Seyfarth Shaw LLP’s transactional tax practice specializes in real estate sector matters, including real estate capital markets transactions. The team assists clients with a wide variety of real estate-related assets and interests, including shopping centers, REITs, REMICs, and partnerships/LLCs. Steven Meier in Chicago has considerable experience handling real estate and alternative investments such as Qualified Opportunity Funds and REITs. He leads the team alongside New York’s John Napoli, who advises financial institutions, investors, limited liability companies, and subchapter S-corporations, among others. Rotem Bar-Kokhva in New York has experience handling like-kind exchanges, recapitalizations, and workouts in the real estate space. Ofer Lion in Los Angeles represents nonprofit and tax-exempt organizations.

Brown Rudnick LLP’s tax team in New York is well known for handling the tax aspects of major bankruptcies and restructurings. Practice head Nicole Bouchard has built up a varied practice covering corporate, partnership, real estate, and funds tax planning, as well as restructurings in and out of court. Firm CEO and chairman Vincent Guglielmotti and counsel Barbara Kelly play key roles. Having joined the firm from Davis Polk & Wardwell LLP in September 2023, Kevin Brown brings experience handling executive compensation and employee benefits matters in the context of mergers, financings, and corporate restructurings. Barbara Klepper left the firm in June 2023, while Rodney Bedow  departed in July 2023.

Jones Walker LLP, a strong presence in the Gulf South region, stands out for its SALT expertise. William Backstrom, specializing in Louisiana and multistate SALT matters, oversees the whole tax department. Jonathan Katz handles new markets tax credit and historic rehabilitation tax credit transactions. Jesse Adams, with notable experience in the energy, manufacturing, healthcare, transport, and retail sectors, leads the SALT team. David Edwards focuses on estate planning and administration. Birmingham’s Kelly Rushin Lewis chairs the tax credit finance group. John Fletcher  in Jackson often handles state tax matters in Mississippi and Louisiana. All lawyers mentioned are based in New Orleans unless otherwise stated.

McGuireWoods LLP‘s non-contentious tax offering is particularly strong in the energy and private equity spaces. Practice head Gerald Thomas in Atlanta advises on public offerings and M&A across a wide range of industries, including private equity, healthcare, tech, energy, and real estate. Houston’s Durham McCormick focuses on the tax structuring of renewable energy transactions, with an emphasis on production tax credits, investment tax credits, and Section 1603 Treasury Grants. Craig Bell in Richmond offers state and local tax expertise, while Sabrina Conyers in Charlotte advises public and private corporations, investment banks, and private equity funds.