Securitization
Richard’s tax work on structured finance transactions includes representation of arrangers, investors and issuers in connection with asset securitization, structured finance and similar commercial finance transactions. He has worked on transactions involving traditional asset classes, including personal loans (including marketplace loans), trade receivables, student loans, auto loans, credit card receivables, floor-plan loans, equipment leases and shipping containers, as well as nontraditional asset classes such as private equity fund interests, timeshare receivables and whole business securitizations.
Representative transactions and matters include:
- Represented KKR’s credit funds and accounts in connection with the purchase of a US$7.2 billion portfolio of super-prime recreational vehicle (RV) loans from BMO Bank National Association.
- Representation of Apollo Global Management in the acquisition of Credit Suisse’s Securitized Products Group (SPG). The investment vehicles managed by affiliates of Apollo acquired the majority of SPG’s assets and other related financing businesses from Credit Suisse and formed a new platform to enter into an investment management agreement to manage the residual assets on Credit Suisse’s behalf.
- Representation of a joint venture among Nelnet, Inc. and certain investors as issuer’s counsel on the US$4,031,720,000 Nelnet Student Loan Trust 2021-A securitization backed by private student loans.
- Representation of the buyer group in the acquisition of Wells Fargo’s approximately US$10 billion student loan portfolio.
- Counsel to Freedom Financial Network, LLC in its rated securitization program of its C+ and F+ loan products.
- Issuer’s counsel to Marlette Funding, LLC on its marketplace lending securitization platform.
- Joint counsel to Victory Park Capital and KKR in a US$175 million asset-backed securitization of unsecured consumer loans originated via the Avant lending platform.
- Representation of Purchasing Power, LLC in the securitization of retail installment contracts repaid by payroll deduction.
Restructuring
In addition, Richard regularly advises debtors and creditors on tax aspects of insolvency proceedings and debt restructurings (both in court and out of court). Representative (public) engagements include: Wave (Debtor); HCR Manor Care (Debtor); Mattress Firm, Inc. (Debtor); Key Energy Services Ltd. (Debtor); UCI International LLC (Debtor); Tribune Company (Debtor); Merisant (Debtor); Impel Pharmaceuticals Inc. (Debtor); and Ebix (Debtor).
State and Local Tax
Richard also has significant experience advising multi-state and multi-national businesses on state and local tax issues, with a concentration on transactional planning and resolving state tax controversies. His state and local tax experience includes issues related to income tax, sales and use tax, real estate transfer tax and insurance premium tax.
- Advising the special committee of the board of directors of Nordstrom, Inc. (NYSE: JWN) with respect to state and local tax matters in connection with its US$6.25 billion acquisition by certain members of the Nordstrom family and El Puerto de Liverpool, S.A.B. de C.V. (pending).
- Advised Rexel USA, Inc. with respect to state and local tax matters in connection with its acquisition of Talley, Inc., a distributor of wireless infrastructure products, services, and solutions in the U.S.
- Advised tax equity investor with respect to state property tax consequences of a series of tax equity investments in renewable energy (solar) transactions.
- Representation of a biodiesel fuel producer in a tax refund claim against the California Department of Tax and Fee Administration.
- Representation of a REIT in connection with real estate transfer tax assessments issued by a local taxing jurisdiction.
- Advised a national senior living housing company with respect to the state property tax consequences of various acquisition and internal restructuring transactions.
- Representation of a wireless carrier and its agents in cases in multiple states in connection with sales taxation of rebates/coupons.
