NOAM WALTUCH is a partner in Sidley's Tax group. Noam focuses on advising clients on the structuring of alternative investments and the formation of alternative investment vehicles, including hedge funds, private equity funds, real estate funds, and insurance-linked securities funds. In addition, he works on transactions involving equity and mortgage REITs. Noam’s other practice areas include representing issuers and underwriters in capital markets transactions, including public and private securities, domestic and cross-border mergers and acquisitions, tax-free reorganizations, joint ventures, and restructurings.
Representative matters include:
- Orion Resource Partners with respect to fund and tax structuring in connection with a US$1.33 billion purchase of assets from Occidental Petroleum Corporation, which included approximately 4.5 million mineral acres and 1 million surface acres.
- Represented Orion Mineral Royalty Fund and Anglo Pacific Group in their joint investment through the making of loans and purchase of royalty interests in an aggregate amount equal to US$140 million in a calcium carbonate mine located in the Dominican Republic and an associated processing facility located in Theodore, Alabama.
- Kimmeridge Energy to raise Kimmeridge Energy Exploration Fund V, LP, together with its companion fund for tax sensitive investors Kimmeridge Energy Net Profits Exploration Fund V, LP, an oil and gas exploration and production fund with US$800 million in commitments.
- Quantum Energy in raising Quantum Energy Partners VII, which raised approximately US$5.5 billion in capital commitments between Fund VII and a parallel co-investment vehicle, and will focus on investments in the exploration and production of oil and gas assets.
- ACE in a joint venture with BlackRock in connection with the formation and US$800 million private placement of ABR Reinsurance Capital Holdings Ltd., a Bermuda-based reinsurance organization with an alternative asset management strategy; the venture was named “Capital Raising of the Year” and “Launch of the Year” at the 2015 Reactions North America Awards.
- The Special Committee of the Board of Directors of Rouse Properties, Inc. in the acquisition of Rouse by an affiliate of Brookfield Asset Management Inc. in a deal valued at approximately US$2.8 billion.
- Stericyle, Inc. in its US$2.3 billion acquisition of privately held Shred-it International and its post acquisition restructuring.
- AmTrust Financial Services, Inc. in connection with the issuance by of $76,000,000 2.75% Convertible Senior Notes due 2044, 6,600,000 Depositary Shares representing 7.50% Non-Cumulative Preferred Stock, Series D and 5.50% Convertible Senior Notes due 2021.
- Recall Holdings in its US$2.6 billion sale to Iron Mountain.
- The Mark Gordon Company and producer Mark Gordon, in the sale of a 51 percent interest in the company to Entertainment One Ltd. (eOne) for approximately US$133 million in cash and eOne stock.
- The initial purchasers, led by a global banking and financial services company, in connection with the US$300 million high-yield senior debt offering of the operating partnership of a data-center REIT.