Financial products in United States

Cadwalader, Wickersham & Taft LLP

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.

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

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.