Biography
Experience:
- 8 Rivers Capital, LLC in its $100 million sale of a minority stake to SK Group (SK) and the formation of a joint venture with SK focused on the decarbonization of Korean and key Asian markets
- A major financial institution, as administrative agent, in a $1.5 billion senior unsecured 364-day revolving facility for Keurig Dr Pepper Inc. (KDP) for general corporate purposes
- A major financial institution, as representative of the initial purchasers, in a $400 million offering of 2.25% convertible senior notes due 2030 of Fluence Energy, Inc.
- AMC Entertainment Holdings, Inc. in its $1.46 billion issuance of new second lien notes and subscription rights for first lien senior secured notes in exchange for various series of senior subordinated notes; $100 million issuance of senior secured notes; $600 million issuance of convertible first lien notes; amendment of its convertible notes indenture; and issuance of 5 million shares of Class A common stock as part of a backstop agreement with certain holders of the existing subordinated notes, to restructure its debt obligations and increase liquidity
- Avista Public Acquisition Corp. II, a SPAC sponsored by Avista Acquisition LP II (an affiliate of Avista Capital Holdings), in its $230 million initial public offering
- Basic Energy Services, Inc. in its acquisition of C&J Well Services
- Blackstone Liquid Credit Strategies LLC, as collateral manager, in a $411 million issuance of 144A / RegS collateralized loan obligation for Meacham Park CLO, Ltd.
- Briggs & Stratton Corporation in its $550 million 363 asset sale in a chapter 11 bankruptcy proceeding of substantially all of its assets and its equity interests in certain of its subsidiaries and certain joint ventures
- BroadStreet Partners, Inc. (a portfolio company of Ontario Teachers’ Pension Plan) in a second lien term facility
- Brooks Brothers Group, Inc. in its $325 million sale to SPARC Group LLC
- Campbell Soup Company in its $1 billion senior unsecured notes offering to reduce outstanding indebtedness
- Cardtronics plc in its $2.5 billion sale to NCR Corporation and $500 million new senior secured term and $600 million amended and restated multicurrency revolving facilities covering borrowers and guarantors in the United States, United Kingdom, Canada, Germany, Australia and South Africa
- CBAM in the sale of a portfolio of its assets to The Carlyle Group, in a transaction valued at approximately $800 million
- Certain funds advised by Goldman Sachs, as investor, in $175 million senior convertible preferred shares of Soho House Holdings Limited (Soho House) (a portfolio company of The Yucaipa Companies, LLC). In a simultaneous transaction, advised Goldman, as initial purchaser, in the $441 million issuance of senior secured notes by Soho House
- Citi, as the sole book-running manager, in the $309 million initial public offering of DHC Acquisition Corp., a SPAC sponsored by DHC Sponsor, LLC
- Citi, as sole underwriter, in the $305 million initial public offering of Kernel Group Holdings, Inc., a SPAC sponsored by Kernel Capital Holdings, LLC
- CPP Investments, together with Glencore and BCI, as shareholders, in Viterra Ltd.’s approximately $18 billion business combination with Bunge Ltd.; as a member of a consortium with Advent International and Permira Advisers, among others, in the consortium's over $14 billion take-private of McAfee Corporation; as a participant together with Alphabet and Silver Lake in the $2.5 billion investment in Waymo LLC (a subsidiary of Alphabet Inc.); and, together with Oak Hill Capital Partners, in the recapitalization of Berlin Packaging L.L.C.
- Dave & Buster’s, Inc. in its $550 million 144A offering of senior secured notes
- Deep Lake Capital Acquisition Corp., a SPAC sponsored by Deep Lake Capital Sponsor LP, in its $207 million initial public offering
- Depop Limited in its $1.6 billion sale to Etsy, Inc.
- Dual North America, Inc., the specialist underwriting arm of Howden Group Holdings Limited (f/k/a Hyperion Insurance Group Limited), in its acquisition of Align Financial Holdings, LLC
- Elevate Entertainment Inc. (a portfolio company of Mirasol Capital) in its acquisition by tender offer of Evans & Sutherland Computer Corporation
- Everstream Solutions LLC (a portfolio company of Infrabridge) in sale of its all-fiber network in the St. Louis metropolitan area
- Froneri International Limited (a joint venture between Nestlé and PAI Partners) in its $4 billion acquisition of Dreyer’s Grand Ice Cream Holdings, Inc.
- GameStop Corporation in its $415 million private senior secured notes exchange offer and related consent solicitation
- Goldman Sachs and J.P. Morgan, as lead underwriters, in a $980 million secondary offering of 20,000,000 shares of its Class A common stock of UL Solutions Inc.
- Goldman Sachs, as administrative agent, collateral agent, L/C issuer, joint lead arranger and joint bookrunner, in a $350 million term loan facility and $77 million revolving credit facility for Dye & Durham Corporation
- Goldman Sachs, as administrative agent and lead arranger, in $160 million senior secured facilities to finance Endurance Engineering Partners' acquisition of Westwood Professional Services, Inc.
- Goldman Sachs, J.P. Morgan and another leading financial institution, as lead underwriters, in a $147 million follow-on secondary offering of 3 million shares of its Class A common stock of UL Solutions Inc.
- Goldman Sachs and certain other initial purchasers of $100 million senior secured first lien floating rate notes of Sotera Health LLC (a portfolio company of Warburg Pincus and GTCR) to finance Sotera's acquisition of Iotron Industries Canada Inc. and $770 million second lien floating rate notes of Sotera to refinance existing indebtedness
- iFIT Health & Fitness Inc. (a portfolio company of L Catterton) in its sale of Sweat Group Pty Ltd
- Isabel Marant (a portfolio company of Montefiore Investment) in its €200 million senior secured notes offering to refinance existing indebtedness
- The joint lead arrangers and joint bookrunners in $2.8 billion senior secured facilities for The Hertz Corporation to finance its business operations upon emerging from chapter 11 bankruptcy proceedings
- J.P. Morgan, MUFG, SMBC Nikko, and another financial institution, as representatives of the underwriters, in a $5 billion offering of senior notes by Occidental Petroleum Corporation
- J.P. Morgan and Morgan Stanley, as representatives of the underwriters, in the $998 million initial public offering of Fluence Energy, Inc. (a joint venture of Siemens AG and AES Energy Storage)
- Kayne Anderson, as a lender, in $117 million secured facilities to finance TZP's acquisition of Christy Sports L.L.C.
- MC Credit Partners, as administrative agent, sole lead arranger and bookrunner, in senior secured facilities to finance Ardian's acquisition of Acousti Engineering Company of Florida
- Marquee Raine Acquisition Corp., a SPAC sponsored by an affiliate of The Raine Group LLC and Marquee Sports Holdings SPAC I, LLC, in its $1.2 billion business combination with Enjoy Technology, Inc.
- Montagu Private Equity LLP and ISI Markets in its acquisition of EPFR, Inc. (d/b/a Emerging Portfolio Fund Research)
- Morgan Stanley, as representative of the underwriters, in $1 billion and $650 million 144A/Reg S offerings of senior unsecured notes by Royal Caribbean Cruises Ltd.
- Morgan Stanley, J.P. Morgan and Credit Suisse, as representatives of the underwriters, in the $1.6 billion initial public offering, via American Depositary Shares, of Oatly Group AB (a portfolio company of a joint venture between China Resources and Verlinvest)
- MSP Recovery, LLC in its $32.6 billion business combination with Lionheart Acquisition Corp. II, a SPAC sponsored by Lionheart Equities
- OMERS Private Equity Inc. in its $530 million senior term loan and revolving facilities for Auxey Bidco Limited
- Ontario Teachers' Pension Plan, as an investor in Hawkwood Energy LLC, in the approximately $650 million sale of Hawkwood to WildFire Energy I LLC (a portfolio company of Warburg Pincus and Kayne Anderson)
- Orion Advisor Solutions, Inc. (a portfolio company of Genstar Capital and TA Associates) in an incremental senior secured term loan and revolving facility
- PSP Investments, together with EQT Active Core Infrastructure Fund (a fund managed by EQT AB), in its acquisition of Radius Global Infrastructure, Inc., in a transaction that implies a Radius Global Infrastructure enterprise value of approximately $3 billion and as lead co-investor in the business combination of Vistra Group Ltd with Tricor Group; a strategic growth investment in PKF O'Connor Davies LLP
- Px3 Partners in its acquisition of Filtration from Celeros Flow Technology
- Representative of the underwriters in a $1.5 billion 144A/Reg S offering of senior unsecured notes by Royal Caribbean Cruises Ltd.
- SiriusXM in its acquisitions of 99% Invisible Inc. and Cloud Cover Music
- SoftBank Group Corp. (SBG) in its agreement to provide $6.5 billion in debt and equity financing to WeWork, to make a $3 billion tender offer to holders of WeWork shares, other than SBG and its affiliates, and in connection with revisions to the WeWork governance structure
- Tidewater Inc. in its $125 million tender offer for repurchase of senior secured notes and related consent solicitation
- Vonage Holdings Corp. in its $6.2 billion sale to Telefonaktiebolaget LM Ericsson
- York Holdings II Ltd and York Holdings III Ltd (owned by consortium CPP Investments, Blackstone, GIC Special Investments and Thomson Reuters) in its $2 billion sale of its minority stake in London Stock Exchange to Microsoft
Prior to joining Weil, Greg was a Principal at KPMG LLP in the Washington National Tax International M&A group. Prior to joining KPMG in 2010, Greg was an attorney at another major law firm.
Greg is recommended for International Tax by Legal 500 US. He is also recognized as a “Bankruptcy Tax Specialist” by Turnarounds & Workouts magazine. Greg frequently speaks on related subjects for groups including the D.C. Bar, Tax Executives Institute and the American Bar Association. He has also been published on a number of topics relating to both domestic and cross-border tax planning.
Speaking Engagements, Awards and Recognition, Latest Thinking, Firm News & Announcements
Speaking Engagements
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ABA Virtual 2024 Fall Tax Meeting
Speaker(s):
Greg Featherman
September 24, 2024 — Weil Tax partner Greg Featherman spoke on a panel titled “Current Developments in International Tax of Multinationals” as part of the ABA Virtual 2024 Fall Tax Meeting.
Awards and Recognition
- Greg Featherman Recommended for International Tax Award Brief — Legal 500 US
- Greg Featherman Named a “Bankruptcy Tax Specialist” Award Brief — Turnarounds & Workouts
Latest Thinking
- Be Careful Out There: IRS Issues Guidance on Tax Planning Transaction with Broad Application Blog Post — By Devon Bodoh, Greg Featherman and Grant Solomon — January 10, 2025
- International Comparative Legal Guide (ICLG) – USA: Corporate Tax Laws and Regulations 2025 Publication — International Comparative Legal Guides — By Devon Bodoh, Joseph M. Pari, Greg Featherman and Blake Bitter — December 12, 2024
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IRS Issues Important Cross Border Proposed Regulations
Blog Post — Tax Blog
— By
Devon Bodoh,
Greg Featherman,
Grant Solomon and
Stephanie Galvis
— December 05, 2024
On November 29, 2024, the Treasury Department (“Treasury”) and the Internal Revenue Service (“IRS”) announced proposed regulations (the “Proposed Regulations”) (REG-105479-18) regarding previously taxed earnings and profits (“PTEP”) of foreign corporations and related basis adjustments. The IRS requests public comments on the proposed rulemaking, which aims to clarify the tax consequences of PTEP under Sections 959 and 961 of the United States Internal Revenue Code of 1986, as amended (the “Code”){{1}}. ...
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TREASURY AND IRS ISSUE FINAL RULES RELATING TO REPATRIATION OF IP
Blog Post — Tax Blog
— By
Devon Bodoh,
Greg Featherman and
Grant Solomon
— October 10, 2024
On October 9, 2024, the Treasury Department (“Treasury”) and the Internal Revenue Service (“IRS”) issued final regulations (the “Final Regulations”), which, in certain cases, terminate the continued application of Section 367(d) of the Internal Revenue Code (the “Code”) from a previous transfer of intangible property to a foreign corporation when the intangible property is repatriated to certain U.S. persons.Background.Section 367(d) of the Code provides rules for outbound transfers of intangible property (e.g., intellectual property) by a U.S. person (a “U.S. transferor”) to a foreign corporation. Under these rules, when a U.S. transferor transfers intangible property to a foreign corporation in an otherwise tax-free exchange under Sections[1] 351 or 361, the U.S. transferor is treated as having sold the intangible property in exchange for annual royalty payments (an “annual inclusion”) over the useful life of the intangible property (or a lump sum payment in the case of a disposition of the intangible property following the initial outbound transfer). The U.S. transferor treats the annual inclusion and lump sum as ordinary income and royalties for purposes of determining source and the foreign tax credit limitation category.On May 3, 2023, Treasury and the IRS published a notice of proposed rulemaking under Section 367 (the “Proposed Regulations”). The Proposed Regulations were intended to address simple, common fact patterns involving repatriations of intangible property by terminating the continued application of Section 367(d) when a transferee foreign corporation repatriates intangible property subject to Section 367(d) to a qualified domestic person when certain reporting requirements are satisfied. The Proposed Regulations also included a rule coordinating the application of Section 367(d) and the provisions in Treasury Regulations Section 1.904-4(f)(2)(vi)(D) that apply the principles of Section 367(d) to determine the appropriate amount of gross income attributable to a foreign branch.The Final Regulations adopt, without significant modification, the Proposed Regulations. For a further discussion of the proposed regulations, see “IP Phone Home – IRS Issues New Proposed Rules on the Repatriation of Intangible Property” posted on the Weil Tax Blog on May 4, 2023.Final Regulations.As indicated above, the Final Regulations adopted the Proposed Regulations with only minor changes. In addition to a clarification to one example, the Proposed Regulations clarify one aspect of the reporting rules. As a condition for terminating the application of Section 367(d) with respect to repatriated intangible property, the Proposed Regulations would have required a U.S. transferor to provide the information described in Proposed Treasury Regulations Section 1.6038B-1(d)(2)(iv). If a U.S. transferor failed to provide that information, the requirement to take an annual inclusion into account over the useful life of the intangible property, continued to apply. However, a U.S. transferor was eligible for relief under the Proposed Regulations if the Proposed Regulations would have applied to the subsequent transfer of intangible property but for the fact that the required information was not provided and the U.S. transferor, upon becoming aware of the failure, promptly provided the required information, explained its failure to comply, and met certain other requirements (if applicable).One comment to the Proposed Regulations requested that the Final Regulations clarify whether relief for a failure to comply is, in relevant part, also conditioned on the U.S. transferor timely filing one or more amended returns for the taxable year in which the subsequent transfer occurred and succeeding years, and, if the U.S. transferor is under examination when an amended return is filed, providing a copy of the amended return(s) to the IRS personnel conducting the examination. Treasury and the IRS adopted that comment in the Final Regulations to clarify that the relief for a failure to comply is conditioned upon the requirements listed in the previous sentence (if applicable).Applicability Date.Consistent with the applicability date in the Proposed Regulations, the Final Regulations apply only to repatriations of intangible property occurring on or after the date the final regulations are published in the Federal Register, which is scheduled to be October 10, 2024. ...
- 2024 Tax Country Comparative Guide – U.S. Tax Publication — Legal 500 — By Devon Bodoh, Joseph M. Pari, Greg Featherman and Alfonso J. Dulcey — October 07, 2024
Firm News & Announcements
- Weil Advises on £800M Refinancing of CVC Portfolio Company Domestic & General Deal Brief — December 20, 2024
- Weil Advises the Initial Purchasers on an Upsized $400 Million 144A Offering of Convertible Senior Notes by Fluence Energy, Inc. Deal Brief — December 17, 2024