Cadwalader, Wickersham & Taft LLP has substantial experience designing tax-efficient restructurings and reorganizations involving troubled and insolvent corporations and other entities, with a particular focus on preserving net operating losses and other tax attributes, both in and out of bankruptcy. The practice is led from New York by Linda Swartz, who frequently advises on complex global mergers and acquisitions, spin-offs, joint ventures, and restructurings, and on the development of foreign tax planning strategies. In Washington DC, Mark Howe focuses on partnerships, financial products, securitization, the tax aspects of capital markets, and general corporate finance. New York-based Jon Brose advises on tax issues relating to CLOs and other structured finance and securitization vehicles. Also in New York, William Walsh was seen alongside Swartz advising AlTi Tiedemann Global on a $450 million growth capital investment from Allianz X and Constellation Wealth Capital to support the company’s expansion and M&A strategy.
Financial products in United States
Cadwalader, Wickersham & Taft LLP
Responsables de la pratique:
Linda Swartz
Autres avocats clés:
Mark Howe; Jon Brose; William Walsh
Principaux clients
AlTi Tiedemann Global
Assured Guaranty Corp. and Assured Guaranty Municipal Corp.
BNP Paribas
Mason Capital Management equity consortium
Advantage Capital Holdings LLC
Principaux dossiers
- Advised AlTi Tiedemann Global in a $450 million growth capital investment from Allianz X and Constellation Wealth Capital to support the company’s expansion and M&A strategy.
- Representing BNP Paribas in a $5 billion strategic financing and capital markets collaboration with ATLAS SP Partners, supporting asset-backed credit origination and securitizations.
- Advised Advantage Capital on tax matters for several strategic transactions, including the sale of an infrastructure services company and the divestiture of a consumer finance technology platform to a global private equity sponsor whose affiliated funds manage Phoenix Aviation Capital.
Cleary Gottlieb Steen & Hamilton
A steady flow of high-end instructions sees Cleary Gottlieb Steen & Hamilton advising on tax issues linked to mergers and acquisitions, fund structuring and fundraising, cryptocurrencies, AI-driven investments, and complex financial products. The team is also well versed in renewable energy tax credits introduced under the Inflation Reduction Act, alongside work for foreign sovereigns and audit-related mandates. Leadership of the practice sits in New York with Meyer Fedida, whose experience spans the tax aspects of major, multi-jurisdictional M&A transactions and prominent fund formation work. Fellow New York partner William McRae brings a wide-ranging skill set, advising sovereign wealth funds, tackling intricate bankruptcy-related tax questions, and supporting transactions involving sophisticated financial products. Bay Area partner Maureen Linch recently acted as lead partner for Synopsys on its $35bn acquisition of Ansys, including the accompanying $16bn financing and related business divestitures.
Responsables de la pratique:
Meyer Fedida
Autres avocats clés:
William McRae; Maureen Linch
Principaux clients
Alphabet
Amundi
Ares
Baker Hughes
CLOs
Honeywell
KKR
Medtronic Plc
REMICs
Sixth Street
Solventum
Somnigroup International
SpartanNash
Synopsys, Inc.
The Walt Disney Company
TPG
Warburg Pincus
Principaux dossiers
- Advised Synopsys, Inc. in its $35 billion acquisition of Ansys, related $16 billion financing, and related business sales (of more than $3 billion).
- Advised Baker Hughes in its pending $13.6 billion Acquisition of Chart Industries
- Advised Solventum in the definitive agreement to sell its purification and filtration business Thermo Fisher for $4 billion
Clifford Chance
Paul Seraganian leads Clifford Chance’s New York-based tax practice. The team is well-versed in REIT transactions, IPOs, securitization, and structured finance matters. Jim Gouwar focuses on the tax aspects of structured finance transactions, including mortgage and asset-backed deals, collateralized loan and debt obligations, and real estate mortgage investment conduits. In contrast, Philip Wagman advises on the tax considerations of domestic and cross-border mergers, acquisitions, joint ventures, and leveraged buyouts. Rebecca Pereira is another key member of the team, bringing extensive experience providing tax and structuring advice across a broad range of domestic and international financial and business transactions, with a particular emphasis on private equity and real estate funds. Daniel Drabkin is noted for advising Cathay on a GP-led secondary transaction involving the disposition of three multi-jurisdictional portfolio companies to a newly formed continuation fund for a purchase price of $26 million.
Responsables de la pratique:
Paul Seraganian
Autres avocats clés:
Jim Gouwar; Philip Wagman; Rebecca Pereira; Daniel Drabkin
Principaux clients
Goldman Sachs
Citibank N.A.
Avolon Aerospace Leasing Limited
PIMCO
Cathay Capital
Principaux dossiers
- Represented the underwriters in 2 high-profile private placements of asset backed securities, issued by a vehicle formed and sponsored by Carlyle affiliates that holds a fleet of 46 aircraft.
- Advised funds and accounts managed by Pacific Investment Management Company LLC (PIMCO), as majority investors in a US$27.3 billion private securities offering by funds managed by Blue Owl Capital to raise capital that will be invested into a joint venture with Meta Platforms, Inc. (Meta) to finance the development and operations of the 2,700 acre Hyperion Data Center in Louisiana.
- Advised Cathay on a GP-led secondary transaction involving the disposition of 3 multi-jurisdiction portfolio companies to a newly formed continuation fund for a purchase price of $26 million.
Davis Polk & Wardwell LLP
Davis Polk & Wardwell LLP fields a New York-based tax team with broad experience across high-value transactional and advisory matters. The practice is led by Lucy Farr, whose work spans private and public acquisitions, internal restructurings, spin-offs, and joint ventures, alongside a strong focus on structuring sophisticated public and private financial products to support capital raising and hedging. Michael Farber advises investment banks, financial institutions, and other clients on the tax aspects of financial instruments, derivatives, and capital markets activity. Corey Goodman is regularly engaged by creditors in complex restructuring scenarios and advises private capital providers on direct lending and asset-based finance. Aliza Slansky is a key contact for tax advice on derivatives, M&A, initial public offerings, and other capital markets transactions. Patrick Sigmon and Ethan Goldman round out the team, advising on federal income tax issues across a wide range of US and cross-border transactions, including acquisitions, joint ventures, financings, partnership investments, and restructurings.
Responsables de la pratique:
Lucy Farr
Autres avocats clés:
Michael Farber; Corey Goodman; Aliza Slansky; Patrick Sigmon; Ethan Goldman
Principaux clients
26North
Alphadyne Asset Management
Antares Capital
Azenta
Baron Capital
BentallGreenOak Strategic Capital
Block.One
Bread Financial Holdings
Cadre
CapitalSpring
Citigroup
Coinbase
Comcast
Credit Agricole
Credit Suisse (now part of UBS)
Galaxy Digital
GHK Capital Partners
Golub Capital
Grayscale Investments
GrowthCurve Capital
Harvest Partners
Hashdex Asset Management
JPMorgan
Lightyear Capital
Meritage Group
Morgan Stanley
Mudrick Capital
New York Digital Investment Group (NYDIG)
PPL Capital Funding
Rapid7
Rialto Capital
Rubicon Founders
Semtech Corporation
SkyBridge Capital
Tactical Infrastructure Partners
Tailwind Capital Group
Trilantic Capital Partners
TruArc Partners
Two Sigma Investments
Uniti Group
Ventas Realty
World Kinect Corporation
Principaux dossiers
DLA Piper LLP (US)
DLA Piper LLP (US) advises on a broad range of structured finance and REIT-related tax matters, including securitizations, credit REIT formation and structuring, CMBS and REMIC issuances, and NAV REIT offerings and transitions. The New York-based practice is led by Gerald Rokoff, who brings significant experience advising asset managers, underwriters, and investors on asset-backed securitization transactions, as well as counseling asset advisory firms and investors on US inbound investments across multiple asset classes, including direct credit strategies and CLOs. Also in New York, Shiukay Hung is frequently engaged as special REIT tax counsel on complex, high-value transactions. In Boston, John Wei regularly represents banks, asset managers, and issuers on the structuring of collateralized loan obligations, real estate mortgage investment conduits, and other asset-backed securitizations, alongside a broader range of structured finance matters. Austin-based partner Witold Jurewicz focuses on tax-efficient structures for non-US operations and investments, with additional experience in tax treaty planning and US and international tax reporting and compliance.
Responsables de la pratique:
Gerald Rokoff
Autres avocats clés:
Shiukay Hung; John Wei; Witold Jurewicz
Les références
‘The team’s business acumen, commercial awareness, and ability to explain complex issues are all excellent. Equally impressive are the team’s responsiveness and commitment to the deals at hand.’
‘John Wei has been especially helpful on recent deals, and his ability to explain complex legal and tax issues in a commercially sensible manner is a real skill that the business team has appreciated. John’s responsiveness and breadth of knowledge are excellent.’
‘The team has strong coverage across the US. They are very responsive and generally on top of market trends. They are also particularly solution-oriented and not afraid to pursue pragmatic, commercial outcomes. John Wei is a key individual with whom I have worked.’
Principaux clients
MAG Capital Partners
Kian Capital Partners
HarbourView Equity Partners, LLC
Hayfin Capital Management LLP
Concord Music Group, Inc.
MC Credit Partners LP
Nuveen, LLC
Société Générale [SocGen]
ArrowMark Partners
Sound Point Capital Management, LP
Jefferies Financial Group, Inc.
Aligned Energy Holdings L.P.
Harrison Street Real Estate Capital LLC
Campbell Global, LLC
Hamilton Lane
Mirae Asset Global Investments
Partners Group AG
Harbert Management Corporation
Deutsche Bank AG
Trimaran Advisors, LLC
BTIG, LLC
Hull Street Energy, LLC
Goldman Sachs Real Estate Finance Trust, Inc.
Redding Ridge Asset Management
AS Birch Grove
JP Morgan
Concord Music Group
EQT Exeter Real Estate Income Trust, Inc.
Principaux dossiers
- Advising Goldman Sachs Real Estate Finance Trust, Inc. in connection with its formation and sponsorship of an externally managed, public, nontraded REIT.
- Advised Hull Street Energy, LLC (“HSE”), a prominent energy transition investment firm, in the successful closing of Hull Street Energy Partners III, L.P. (“Fund III”).
Mayer Brown
Mayer Brown’s tax practice advises on a wide array of financial products and transactional matters, spanning structured products, capital restructurings, hybrid securities, debt and equity offerings, and closed-end funds and other investment vehicles. The group is jointly led by Jason Bazar in New York, Jeffrey Bruns in Chicago, and San Francisco-based Remmelt Reigersman, who is particularly noted for his work on federal and international tax issues. In Chicago, Steven Garden focuses on asset-backed and trade receivable securitization financings, as well as cross-border whole loan and receivable sale transactions across multiple asset classes. New York-based Russell Nance advises on transactions involving a broad range of assets, including RMBS, RTLs, and CLOs. In Charlotte, Brennan Young counsels clients on the tax structuring and negotiation of domestic and cross-border mergers and acquisitions, reorganizations, and securities offerings, including debt and equity issuances and structured products.
Responsables de la pratique:
Jason Bazar; Jeff Bruns; Remmelt Reigersman
Autres avocats clés:
Russell Nance; Brennan Young; Steven Garden
Principaux clients
Goldman Sachs
Canadian Imperial Bank of Commerce
National Bank of Canada
Credit Agricole CIB
Société Générale
Bank of Montreal
Nomura
Bank of America
Principaux dossiers
- Advised National Bank of Canada, as US counsel, $3.918 billion acquisition of all of the issued and outstanding common shares of Canadian Western Bank, a diversified financial services institution, by way of a share exchange.
- Advised Morgan Stanley & Co. LLC, as initial purchaser, in a $400.2 million collateralized loan obligation (CLO) transaction, with 720 East CLO VIII, Ltd. serving as issuer and Northwestern Mutual Investment Management Company, LLC serving as the portfolio manager.
- Advised Nelnet, a US-based financial services and investment firm, on its entry into a multi-year forward flow agreement with Klarna, the global digital bank and flexible payments provider.
Sidley Austin LLP
Sidley Austin LLP advises on the tax considerations associated with a broad range of complex and innovative financial products, including CLOs, securitized offerings, linked notes, and other structured instruments. The practice is co-led by Bridget O’Neill in Chicago and Robert Kreitman in New York, with Kreitman regularly counseling clients on structured finance securitizations, financial products, and credit derivatives. Also in New York, Nicholas Brown has represented both issuers and underwriters on the offer and issuance of billions of dollars’ worth of structured financial instruments. Within the Chicago team, Richard Silverman focuses on tax issues arising in structured finance and securitization transactions, alongside bankruptcy and restructuring-related matters. Another key New York-based partner, Noam Waltuch, advises clients on the structuring and formation of alternative investment funds, including private equity, credit, secondary, real estate, hedge, venture capital, and insurance-linked securities funds.
Responsables de la pratique:
Robert Kreitman; Bridget O’Neill
Autres avocats clés:
Nicholas Brown; Richard Silverman; Noam Waltuch
Principaux clients
Arbor Realty Trust, Inc.
BDT & MSD Partners LLC
Carlyle and KKR
Cipher Mining Inc.
enCore Energy Corp.
First Eagle Investment Management LLC
HarbourVest Partners L.P.
Kotak Mahindra
Morgan Stanley
Avendus Capital
Citigroup
Axis Capital
Intensive Fiscal Services
Orion Resource Partners
Realty Income Corporation
State Board of Administration of Florida
Victory Funds
Welltower
A&O Shearman
A&O Shearman advises investment banks and other financial institutions in the US and internationally on the development of tax-efficient structures for financings, hybrid securities, acquisitions, dispositions, joint ventures, and other investment activity. The practice is co-led by Jack Heinberg in New York, whose work centers on domestic and international tax planning, the taxation of financial instruments, cross-border financings, CLOs, securitizations, and other structured finance matters, alongside Larry Crouch, who splits his time between New York and Silicon Valley. New York-based Lorenz Haselberger is a key member of the team and regularly advises major financial institutions, sovereign investors, and family offices on complex transactions and related tax advisory work, including the pursuit and receipt of private letter rulings and revenue rulings from the IRS to support clients’ commercial objectives.
Responsables de la pratique:
Larry Crouch; Jack Heinberg
Autres avocats clés:
Lorenz Haselberger; John Hibbard; Matt Brown
Les références
‘The AOS team was always available and provided us with tax opinions of excellent quality, so that queries were hardly necessary.’
‘We are very satisfied with Lorenz Haselberger.’
‘Lorenz Haselberger is an absolute pleasure to work with. He is incredibly responsive, brilliant and commercially savvy.’
Principaux clients
Citigroup Inc
Morgan Stanley
Societe Generale
Standard Chartered Bank
Intercontinental Exchange
Mubadala Investment Company
Republic of Colombia
Banco Central de la República Argentina
Deutsche Pfandbriefbank AG (pbb)
SunLife Assurance Company
Bourne Leisure
Canadian Imperial Bank of Commerce (CIBC)
The Restaurant Group (TRG)
Bain Capital Credit, LP
African Development Bank
SunLife Assurance Company
Landesbank Baden-Wuerttemberg
Weiss Asset Management
Winklevoss Capital Management
Principaux dossiers
- Advised Intercontinental Exchange on USD2 billion investment in Polymarket, a leading prediction market platform.
- Advised a major non-US financial institution on the structuring and implementation of Significant Risk Transfer (SRT) transactions with respect to US-based loan portfolios.
- Advised the arrangers and joint lead managers on the GBP2.9bn refinancing of Haven’s UK holiday park business, owned by Bourne Leisure.
Dentons
Advising on a range of complex financing arrangements, Dentons’ tax practice is well versed in insurance-linked securities, prepaid forward contracts, and other sophisticated structures. The team also brings experience across a broad mix of domestic and offshore capital markets vehicles, including investment funds and real estate investment trusts. The practice is led from New York by Marshall Feiring and Ryan Zucchetto. Feiring’s work centers on the formation and ongoing operation of complex investment vehicles such as REMICs, RICs and REITs. Whereas Zucchetto regularly acts as tax counsel to issuers and underwriters on residential mortgage-backed securities transactions involving both performing and non-performing loans.
Responsables de la pratique:
Marshall Feiring; Ryan Zucchetto
Les références
‘Ryan Zuchetto and Marshall Feiring. Both have a great understanding of Tax Law, as well as having the information pertinent to our business at their fingertips.’
Principaux clients
Credit Suisse
JPMorgan Chase Bank
Saluda Grade
Principaux dossiers
- Supporting the resurgence of the HELOC securitization market.
- Regularly representing financial institutions as lenders in warehouse facilities to finance single-family rental (SFR) properties, as well as in their role as underwriters in SFR securitizations.
McDermott Will & Schulte
The US tax practice at McDermott Will & Schulte is frequently engaged on matters involving cryptocurrency restructurings, tokenization initiatives, hybrid investment products, and securities-related work. The group is co-led by Timothy Shuman in Washington DC and John Lutz in New York. Lutz advises on the tax aspects of investment funds, structured finance, derivatives and structured products, insurance-linked offerings, investment tax credits, and both domestic and cross-border securities transactions. Also in New York, David Wermuth regularly counsels leading asset managers and institutional investors on innovative cross-border platforms and complex fund formation structures. Another key New York-based partner, Philippe Benedict, is noted for advising MGG Investment Group on Generali’s acquisition of a 77% stake, providing tax structuring advice for a major private credit platform with more than $6 billion in assets under management.
Responsables de la pratique:
Timothy Shuman; John Lutz
Autres avocats clés:
David Wermuth; Philippe Benedict; Steve Hadijlogiou; Nick Greiner; Patrick Zanayed; Arianne Plasencia
Les références
‘At the end of the day, the value that any law firm brings is the depth of knowledge and the ability to react to new situations by the partners and associates who work with us. From that perspective, McDermott Will & Emery is one of the very best – super commercial, providing rapid, thoughtful, and knowledgeable advice. In the decades I have worked with the partner, he has never been the reason a deal slows down or is delayed.’
‘John Lutz has been a trusted partner in a wide variety of transactions across multiple firms for decades. He is incredibly thoughtful and particularly commercial.’
‘Steve Hadijlogiou was very knowledgeable on a niche tax issue that was applicable to our situation.’
Principaux clients
Bardin Hill Investment Partners
BlockTower Capital
MGG Investment Group
Principaux dossiers
- Represented MGG Investment Group in Generali’s acquisition of a 77% stake, advising on tax structuring for a major private credit platform with over $6 billion in AUM.
- Represented Bardin Hill Investment Partners in its strategic acquisition by Man Group, advising on complex tax issues relating to cross-border credit-fund structures and investment-product economics.
- Represented BlockTower Capital in its all-equity combination with Arca, addressing sophisticated tax considerations for digital-asset financial products and hybrid tokenized investment structures.
Skadden, Arps, Slate, Meagher & Flom LLP
Principaux dossiers
Weil, Gotshal & Manges LLP
Weil, Gotshal & Manges LLP’s tax practice, led by Paul Wessel, advises on sophisticated mergers and acquisitions, securitizations, restructurings, REIT-related work, and capital markets matters. New York-based Greg Featherman counsels clients on cross-border M&A, spin-offs and other divisive transactions, internal restructurings, bankruptcy and non-bankruptcy workouts, and the utilization of net operating losses, foreign tax credits, and other tax attributes, as well as consolidated return issues. In Silicon Valley, Jason Vollbracht was seen advising Coatue Management, LLC on the tax aspects of its equity financing in support of Silver Lake Partners’ $25 billion take-private of Endeavor Group Holdings, Inc., a global entertainment company focused on content, marketing, licensing representation, and event management.
Responsables de la pratique:
Paul Wessel
Autres avocats clés:
Greg Featherman; Jason Vollbracht; Devon Bodoh; Joseph Pari
Les références
‘The firm has tax partners with very deep and specialized expertise, who also understand the commercial issues.’
‘Devon Bodoh and Joseph Pari are very experienced in corporate reorganizations and cross-border tax matters and apply a solutions-oriented approach.’
Principaux clients
American Securities LLC
Avolon Holdings Funding Limited
Bell Canada
BroadStreet Partners, Inc.
Citigroup
Coatue Management, L.L.C.
First Brands Group, LLC
Genstar Capital Partners, LLC
Goldman Sachs & Co.
H.I.G. Capital, LLC
Inflexion Private Equity Partners LLP
Iron Mountain Inc.
J.P. Morgan
Lasership, Inc.
MIS Acquisition, LLC
Morgan Stanley Senior Funding, Inc.
OMERS Private Equity, Inc.
Ontario Teachers’ Pension Plan
Scotia Capital
The Home Depot, Inc.
The Williams Companies, Inc.
Wells Fargo Bank, N.A.
Principaux dossiers
- Advised Coatue Management, LLC on its tax aspects of its equity financing of Silver Lake Partners’ $25 billion take-private of Endeavor Group Holdings, Inc., a provider of entertainment content specializing in marketing and licensing representation, and event management.
- Advised Bell Canada, a provider of a full range of communication services to residential and business customers in Canada, on the tax aspects in connection with obtaining commitments for a senior unsecured term loan facility to finance the acquisition of Ziply Fiber, a provider of fiber internet in the Pacific Northwest of the United States.
- Advised Ontario Teachers’ Pension Plan and its portfolio company BroadStreet Partners, Inc., a national insurance brokerage, and Westland Insurance Group Ltd. (Canada), an independent insurance broker, on the tax aspects of a $3.6 billion senior secured term loan facility.