Steven helps clients address the complicated tax considerations that arise in the conduct of their business. In particular his practice focuses on tax aspects of mergers and acquisitions, tax issues related to intellectual property, and securitization transactions.
Steven's experience with stock and asset acquisitions, often including cross-border elements, enables him to help clients ensure they receive optimal tax results from their perspective, whether buyer or seller.
Steven also has extensive experience relating to tax issues arising in connection with the ownership, use, assignment and development of intellectual property by companies whose business is centered on the value created by their intellectual property.
Steven further advises clients on U.S. tax issues related to tax-free reorganizations and restructuring, partnerships, FATCA, controlled foreign corporations, passive foreign investment companies, consolidated groups, FIRPTA, corporate inversions and tax treaties.
Recent matters include the representation of:
- Panasonic Corp. in its US$8.5 billion acquisition of the remaining 80 percent of the capital stock interests of Blue Yonder, a leading end-to-end, digital fulfillment platform provider.
- CM Life Sciences III (NASDAQ: CMLT), a SPAC sponsored by affiliates of Casdin Capital, LLC and Corvex Management LP, in its US$3.65 billion business combination with EQRx, Inc.
- Ascendant Digital Acquisition Corp. (NYSE: ACND), a SPAC, in its US$3 billion business combination with Beacon Street Group, LLC, a leading multi-brand digital subscription service platform that provides premium financial research, software, education and tools for self-directed investors.
- dMY Technology Group, Inc. IV (NYSE: DMYQ), a SPAC, in its US$2.8 billion acquisition of Planet Labs Inc., a leading provider of daily data and insights about Earth.
- ION Acquisition Corp 1 Ltd. (NYSE: IACA), a SPAC, in its US$2.6 billion business combination with Taboola.com Ltd., an Israeli private company and a global leader in powering recommendations for the open web.
- VPC Impact Acquisition Holdings II (NASDAQ: VPCB), a SPAC sponsored by Victory Park Capital, in its US$2.5 billion business combination with FinAccel, the parent of artificial intelligence-enabled digital consumer credit platform Kredivo.
- Fusion Acquisition Corp. (NYSE: FUSE), a SPAC, in its US$2.2 billion business combination with MoneyLion Inc., America's leading digital financial platform.
- VPC Impact Acquisition Holdings (NASDAQ: VIH), a SPAC sponsored by Victory Park Capital Advisors, LLC, a Chicago-based private equity firm, in its US$2.082 billion business combination with Bakkt Holdings, LLC, the transformative digital asset marketplace launched in 2018 by Intercontinental Exchange, Inc.
- CM Life Sciences (NASDAQ: CMLF), a SPAC sponsored by affiliates of Casdin Capital, LLC and Corvex Management LP, in its US$2 billion business combination with Mount Sinai Genomics, Inc. d/b/a Sema4.
- dMY Technology Group, Inc. (NYSE: DMYT), a SPAC, in its US$1.78 billion business combination with Rush Street Interactive, LP, a US-based online casino and sports betting company.
- dMY Technology Group, Inc. II (NYSE: DMYD), a SPAC, in its US$1.68 billion business combination with UK-based Genius Sports Group.
- CM Life Sciences II (NASDAQ: CMII), a SPAC sponsored by affiliates of Casdin Capital, LLC and Corvex Management LP, in its US$1.23 billion business combination with SomaLogic, Inc., a protein biomarker discovery and clinical diagnostics company.
- D8 Holdings Corp. (NYSE: DEH), a SPAC, in its US$1.1 billion business combination with Vicarious Surgical Inc., a next-generation robotics technology company seeking to improve both cost and efficiency of surgical procedures as well as patient outcomes.
- B. Riley Principal 150 Merger Corp. (NASDAQ: BRPM), a SPAC, in its US$1.0 billion business combination with FaZe Clan, Inc., a leading US gaming, lifestyle and digital content platform.
- FG New America Acquisition Corp. (NYSE: FGNA), a SPAC, in its US$800 million business combination with Opportunity Financial, LLC, a leading financial technology platform that focuses on helping middle income, credit-challenged consumers build a better financial path through affordable personal loans.
- AutoLotto, Inc., a leading platform to play the lottery online, in its US$526 million business combination with Trident Acquisitions Corp. (NASDAQ: TDACU, TDAC, TDACW), a SPAC.
- Kobalt Music Group Ltd., an independent music rights management and publishing company, on its US$430 million sale of certain subsidiaries that operate its recorded music operations and its global neighbouring rights business agent to Sony Music Entertainment.
- Helix Acquisition Corp. (NASDAQ: HLXA), a SPAC, in its US$230 million business combination with MoonLake Immunotherapeutics AG, a clinical-stage biotechnology company focused on creating next-level therapies for inflammatory skin and joint diseases.
- Anthem, Inc. in the acquisition of InnovaCare Health, L.P.'s Puerto Rico-based subsidiaries, including MMM Holdings, LLC (MMM) and its Medicare Advantage (MA) plan, MMM Healthcare, LLC, as well as affiliated companies and Medicaid plan. MMM is Puerto Rico's largest MA plan and one of the fastest-growing vertically integrated healthcare organizations in the United States.
- Anthem, Inc. in its acquisition of Integra MLTC, Inc., a managed long-term health care plan providing long-term care to individuals and communities in New York. The transaction is expected to close in the first half of 2022 once all regulatory approvals have been obtained.
- Anthem, Inc. in its acquisition of myNEXUS Inc., a post-acute benefits management company focused on delivering innovative home and community-based product offerings.
- ICR, LLC, a global leader in strategic communications and advisory services, on a significant investment in ICR by Caisse de dépôt et placement du Québec (CDPQ). CDPQ will join with existing shareholders Investcorp International, Inc. and the ICR management team.
- Macquarie Infrastructure Partners in its acquisition of Lakeshore Recycling Systems, the largest private waste company in Illinois, specializing in recycling and waste diversion programs, roll-off container services, portable restroom rentals, mulch distribution, street sweeping, on-site storage options and comprehensive waste removal.
- Morgan Stanley Energy Partners in connection with its investment in SolMicroGrid, a developer and operator of solar-enabled microgrid systems for commercial and industrial customers, and in connection with SolMicroGrid's negotiation of commercial agreements for development and operation of microgrids at customer locations.
- Magic Find Inc., a company that provides online gaming platforms for gamers and developers, in its acquisition of certain assets from Curse TV (a subsidiary of Twitch/Amazon).
- Certares LP, a private equity group with a focus in the travel, transportation and hospitality industry, in the acquisition of 50 percent of the equity of AmaWaterways, a premium European river cruise operator; and in its acquisition of Guardian Alarm, a super-regional security provider.
- Beingmate Group Co. Ltd., a Chinese holding company, in its acquisition of SpectraCell Laboratories, Inc., a US-based leading clinical laboratory specializing in personalized disease prevention and management solutions.
- Quad-C Management, Inc. in its sale of Curvature, an industry leader in new and pre-owned network hardware and data center solutions.
- Hovensa L.L.C., a US Virgin Islands company and a joint venture formed by Hess Corp. and Petróleos de Venezuela in the sale of substantially all of its petroleum terminalling assets pursuant to Sections 363 and 365 of the Bankruptcy Code, to a subsidiary of ArcLight Capital Partners, LLC.
- Avangrid, Inc. (NYSE: AGR), a leading sustainable energy in a private placement to Iberdrola, S.A., Avangrid's majority shareholder, to Hyde Member LLC, a wholly owned subsidiary of Qatar Investment Authority.
- NewQuest Capital Partners, a secondaries private equity platform focused on the Asia-Pacific region, in the:
- sale of its portfolio company, Integreon, Inc., a leading global managed services provider, to EagleTree Capital.
- sale of Grail Research, Inc., a market research firm and a business unit of Integreon, Inc., to Escalent, a Symphony Technology Group portfolio company.
Recognized Individual for Tax: International Tax, Legal 500 USA (2017)