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Our attorneys partner with clients to help them meet strategic business and financial goals and minimize the tax impact of their business transactions. We focus on continuously earning a seat at the table to innovate for and with clients, helping them solve complex issues and empowering them to shape better and more profitable futures.

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Our attorneys partner with clients to help them meet strategic business and financial goals and minimize the tax impact of their business transactions. We focus on continuously earning a seat at the table to innovate for and with clients, helping them solve complex issues and empowering them to shape better and more profitable futures.

BakerHostetler’s Transactional Tax team helps clients structure, negotiate and document all types of business transactions – including corporate, partnership and limited liability company formations; taxable and tax-free mergers and acquisitions; disposition transactions (including spinoff transactions, asset sales and stock sales); joint ventures; and financing and recapitalization transactions – in a tax-efficient manner by working closely with clients, investment bankers and, when necessary, applicable tax authorities, adhering to aggressive timetables in order to maximize client business opportunities.

Start with the basic building block of all narrative.

In a village of La Mancha, the name of which I have no desire to call to mind, there lived not long since one of those gentlemen that keep a lance in the lance-rack, an old buckler, a lean hack, and a greyhound for coursing.

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BakerHostetler’s Transactional Tax team helps clients structure, negotiate and document all types of business transactions – including corporate, partnership and limited liability company formations; taxable and tax-free mergers and acquisitions; disposition transactions (including spinoff transactions, asset sales and stock sales); joint ventures; and financing and recapitalization transactions – in a tax-efficient manner by working closely with clients, investment bankers and, when necessary, applicable tax authorities, adhering to aggressive timetables in order to maximize client business opportunities.

We help clients handle inbound and outbound investments, cross-border mergers, dispositions, public and private debt and equity financings and offerings, recapitalizations, and joint ventures, reorganizing and restructuring multinational corporate groups, creating centralized cash management centers, preparing transfer pricing methodologies, foreign entity classification, foreign tax credits, foreign currency transactions, profit repatriations and tax treaty issues. When necessary, we obtain IRS rulings on domestic and international corporate, financial product and tax accounting issues in connection with public and private transactions.

We help clients handle inbound and outbound investments, cross-border mergers, dispositions, public and private debt and equity financings and offerings, recapitalizations, and joint ventures, reorganizing and restructuring multinational corporate groups, creating centralized cash management centers, preparing transfer pricing methodologies, foreign entity classification, foreign tax credits, foreign currency transactions, profit repatriations and tax treaty issues. When necessary, we obtain IRS rulings on domestic and international corporate, financial product and tax accounting issues in connection with public and private transactions.

We regularly advise public and private real estate investment trusts (REITs) regarding the tax implications of various business transactions, including going public; secondary offerings of debt and equity (including from investors in non-U.S. markets); tax compliance and private letter ruling issues; mergers with public REITs, private REITs and non-REITs; UPREIT structures; downREIT transactions; and joint ventures and limited liability company agreements.

We regularly advise public and private real estate investment trusts (REITs) regarding the tax implications of various business transactions, including going public; secondary offerings of debt and equity (including from investors in non-U.S. markets); tax compliance and private letter ruling issues; mergers with public REITs, private REITs and non-REITs; UPREIT structures; downREIT transactions; and joint ventures and limited liability company agreements.

We have served as tax counsel to special committees of public REITs regarding complex issues including management buyouts, auction transactions, IRS closing agreements and REIT qualification issues, and we have worked extensively with NAREIT and the Real Estate Round Table on legislative and tax policy issues.

We have served as tax counsel to special committees of public REITs regarding complex issues including management buyouts, auction transactions, IRS closing agreements and REIT qualification issues, and we have worked extensively with NAREIT and the Real Estate Round Table on legislative and tax policy issues.

We also regularly advise private equity funds, venture capital funds, fundless sponsors and publicly traded partnerships on structuring issues as well as domestic and cross-border acquisition, recapitalization and disposition matters. When clients or their portfolio companies are experiencing financial difficulties, we help them develop practical plans and alternative proposals to restructure debt and equity, and we advise both lenders and borrowers in connection with leveraged leasing, sale-leasebacks, workouts, capital restructurings and bankruptcies.

We also regularly advise private equity funds, venture capital funds, fundless sponsors and publicly traded partnerships on structuring issues as well as domestic and cross-border acquisition, recapitalization and disposition matters. When clients or their portfolio companies are experiencing financial difficulties, we help them develop practical plans and alternative proposals to restructure debt and equity, and we advise both lenders and borrowers in connection with leveraged leasing, sale-leasebacks, workouts, capital restructurings and bankruptcies.

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<section class="wp-block-contentpilot-expand-more"><div class="wp-block-contentpilot-expand-more__excerpt is-visible" data-selector="expand-more"></div><div class="wp-block-contentpilot-expand-more__full-content" data-selector="expand-more">BakerHostetler’s Transactional Tax team helps clients structure, negotiate and document all types of business transactions – including corporate, partnership and limited liability company formations; taxable and tax-free mergers and acquisitions; disposition transactions (including spinoff transactions, asset sales and stock sales); joint ventures; and financing and recapitalization transactions – in a tax-efficient manner by working closely with clients, investment bankers and, when necessary, applicable tax authorities, adhering to aggressive timetables in order to maximize client business opportunities.We help clients handle inbound and outbound investments, cross-border mergers, dispositions, public and private debt and equity financings and offerings, recapitalizations, and joint ventures, reorganizing and restructuring multinational corporate groups, creating centralized cash management centers, preparing transfer pricing methodologies, foreign entity classification, foreign tax credits, foreign currency transactions, profit repatriations and tax treaty issues. When necessary, we obtain IRS rulings on domestic and international corporate, financial product and tax accounting issues in connection with public and private transactions.We regularly advise public and private real estate investment trusts (REITs) regarding the tax implications of various business transactions, including going public; secondary offerings of debt and equity (including from investors in non-U.S. markets); tax compliance and private letter ruling issues; mergers with public REITs, private REITs and non-REITs; UPREIT structures; downREIT transactions; and joint ventures and limited liability company agreements.We have served as tax counsel to special committees of public REITs regarding complex issues including management buyouts, auction transactions, IRS closing agreements and REIT qualification issues, and we have worked extensively with NAREIT and the Real Estate Round Table on legislative and tax policy issues.We also regularly advise private equity funds, venture capital funds, fundless sponsors and publicly traded partnerships on structuring issues as well as domestic and cross-border acquisition, recapitalization and disposition matters. When clients or their portfolio companies are experiencing financial difficulties, we help them develop practical plans and alternative proposals to restructure debt and equity, and we advise both lenders and borrowers in connection with leveraged leasing, sale-leasebacks, workouts, capital restructurings and bankruptcies.</div><button class="wp-block-contentpilot-expand-more__more-button is-visible" data-selector="expand-more">View More</button><button class="wp-block-contentpilot-expand-more__less-button" data-selector="expand-more">View Less</button></section>

Stock Market Numbers showing the graph lines over numbers

<ul>
<li>Chambers USA
<ul>
<li>Tax Controversy ‒ Nationwide (2014 to 2024)</li>
<li>Tax ‒ District of Columbia (2010 to 2024)</li>
<li>Tax ‒ Ohio (2021 to 2024)</li>
</ul>
</li>
<li>The Legal 500 United States
<ul>
<li>Tax ‒ International Tax (2014 to 2024)</li>
<li>Tax ‒ Not-for-Profit (Nonprofit and Tax Exempt Organizations) (2023, 2024)</li>
<li>Tax ‒ US Taxes: Contentious (2019 to 2024)</li>
<li>Tax ‒ US Taxes: Non-Contentious (2015 to 2024)</li>
</ul>
</li>
<li>U.S. News – Best Lawyers “Best Law Firms” – National Rankings
<ul>
<li>Employee Benefits (ERISA) Law (2012 to 2025)</li>
<li>Litigation – ERISA (2012 to 2025)</li>
<li>Litigation – Tax (2012 to 2025)</li>
<li>Tax Law: National (2012 to 2025)</li>
<li>Trusts & Estates Law (2012 to 2025)</li>
</ul>
</li>
<li>Recognized as one of the top law firms for client service, BakerHostetler was named to the 2020 BTI Client Service 30 for the sixth consecutive year.</li>
</ul>

Hewitt B. Shaw

Alexander J. Szilvas

Jeffrey H. Paravano

David L. Starbuck

Michelle M. Hervey

Paul M. Schmidt

Elizabeth Ann Smith (“Betsy”)

Christina Novotny

Naomi Meisels

John R. Lehrer II

Lucas L. Witters

Samantha M. White

James S. Judd

Mark S. Lange

Katharine Y. Domitrovich

Keith C. Durkin

Nicholas C. Mowbray

J. Brian Davis

David D. Ebersole

Morgan W. Holtman

Matt Hunsaker

Alexander L. Reid

Matthew R. Elkin

Alexander C. Campbell

Matthew P. Wochok

Washington, D.C.

Partner

Cleveland

Matthew Wochok Authors Article for Tax Notes Federal

Six BakerHostetler attorneys named 2024 BTI Client Service All-Stars

BakerHostetler Sponsors Tax Executives Institute Seminar

Paravano & Lehrer Address Tax Executives Institute

Tax Management Real Estate Journal: Developments in Economic Substance

Paravano & Lehrer Address TEI Houston Chapter “Tax School”

Paravano, Erney & Lehrer Address Tax Executives Institute

Five BH Attorneys Address Tax Institute

Paravano & Lehrer Address International Tax Course

Services

International Tax

Tax Controversy and Litigation

State and Local Tax

Criminal Tax Defense

Tax-Exempt Organizations and Charitable Giving

<ul>
<li>Assisted during the last twelve months with the tax structuring, negotiations and planning in connection with hundreds of acquisition, disposition or refinancing transactions, as well as associated integrations, restructurings and rationalizations.</li>
<li>Designed integrated global structures by creating tax-advantaged holding companies and intellectual property holding companies. Our legal services required evaluation of the tax-efficient capitalization plans for each business and plans for substantial Subpart F expansions into Europe by one of the largest U.S. privately-held companies and a significant Internet-based company.</li>
<li>Represented the family owners of a top retail products company in connection with the sale of their company to a public company, structuring the sale so as to give the client cash along with stock and diversify their portfolio with a significant holding of public company stock.</li>
<li>Obtained IRS rulings on a multitude of domestic and international corporate, financial product, and tax accounting issues in connection with public and private transactions.</li>
<li>Structured or restructured numerous multi-national groups in connection with acquisition and disposition transactions.</li>
<li>Obtained favorable rulings from the IRS National Office on various transaction and structuring issues.</li>
<li>Negotiated joint ventures and limited liability company agreements with developers, pension funds, and venture capital funds.</li>
<li>Secured a research tax credit in the amount of $25 million on behalf of a regulated public utility.</li>
</ul>

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