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Lead tax counsel to the Official Committee of Tort Claimants, the official committee representing the interests of over 70,000 victims of Northern California wildfires in the chapter 11 reorganization of Pacific Gas and Electric Company and PG&E Corporation. PG&E is the largest bankruptcy case ever filed in California and the sixth largest case ever filed in the United States.
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Oversaw comprehensive restructuring of a public company materials manufacturer’s international corporate structure involving dozens of entities located in more than 25 countries to realign ownership and intercompany indebtedness. The project required coordination among local counsel and corporate and tax advisors and strict adherence to cascading deadlines in each jurisdiction.
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Advised a multinational hospitality company on international tax structuring in Asia, Europe, Australia, and Latin America, including intellectual property matters, transfer pricing, exit tax and foreign tax credit planning. Structured a tax-sharing agreement that resulted in tax attributes enabling the structuring of the company’s brand names and utilized holding company structures overseas. Work with the company also included representation against the IRS in an underlying tax controversy.
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Represented The E.W. Scripps Company in the merger of its broadcast assets with those of Journal Communications and the spinoff of its newspaper business.
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Lead tax attorney representing The E.W. Scripps Company in its sale of the Stitcher podcasting business to SiriusXM for $325 million.
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Represented The E.W. Scripps Company in its acquisition of the Katz broadcast networks in a deal worth $302 million.
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Represented a private equity investor in negotiating and documenting a $200 million joint venture to create a new automotive original equipment manufacturer in the United States.
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Represented The E.W. Scripps Company in its $110 million purchase of two television stations from Granite Broadcasting Corporation.
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Represented a public company in connection with restructuring of $100 million of Australian debt.
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Represented an oil and gas company purchaser in a $95 million acquisition of a technology company.
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Represented a target hydration company in an $80 million sale of the target.
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Represented CenterPoint Energy in its $77.5 million acquisition of Continuum Energy’s retail energy services business.
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Represented Chesapeake Utilities Corporation in its $59.2 million acquisition of Gatherco, Inc.
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Represented a public European company in its $49 million acquisition of a United States electro-mechanical repair business.
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Represented CenterPoint Energy in its $40 million acquisition of Atmos Energy Marketing, LLC (AEM), a retail energy services business.
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Represented Lincoln Electric Holdings Inc. in its acquisition of Rimrock Holdings Corporation and EASOM Automation Systems, Inc.
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Lead tax attorney in connection with MPE Partners’ acquisition of Plastic Components, Inc.
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Represented Morgenthaler Partners in a stock sale of Roto-Die Company, Inc. to Sentinel Capital Partners.
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Advised a global private equity fund on taxation structuring issues.
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Represented a healthcare management organization in its purchase of a physician group’s medical practice.
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Represented a debtor in connection with the sale of assets pursuant to sections 363 and 365 of the Bankruptcy Code.
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Represented a major tobacco company in connection with an IRS controversy related to a significant complicated accounting method issue.
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Representing a captive insurance company manager in an IRS promoter examination.
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Advising public companies on foreign bank account reporting compliance matters.
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Represented Schlumberger Ltd. in its acquisition of Omron Oilfield and Marine, Inc.