パートナー

Tara M. Lancaster

税務
M&A
プライベートエクイティ

tara.lancaster@sidley.com

ダラス +1 214 981 3482

- Letter
- A4

TARA LANCASTER represents private equity sponsors and corporate clients on federal income tax matters covering a broad range of international and domestic transactions, including mergers and acquisitions, divestitures, joint ventures, debt financings, restructurings and securities offerings. She also has experience advising clients on transactions involving the formation and acquisition of real estate investment trusts (REITs) and guiding them on real estate acquisitions, dispositions and restructurings. Tara has provided tax advice on transactional matters for clients in a variety of industries, including consumer and retail, technology, energy and natural resources, infrastructure, healthcare and professional services.

Tara’s range, experience and results have earned her public recognition, including most recently being selected by D Magazine as one of the “Best Lawyers Under 40” for 2021. Since 2017, Tara has been recognized annually by Texas Super Lawyers as a “Rising Star” in Tax, and she was selected by D Magazine as one of the “Best Lawyers in Dallas” (2020; 2022–2023).

In addition to her transactional practice, Tara serves on SidleyWomen and is its Dallas co-chair.

A sampling of Tara’s representative experience before joining Sidley includes:

Thomas H. Lee Partners in its US$2.7 billion acquisition of a majority interest of Party City
Thomas H. Lee Partners in its multi-billion dollar investment in Acosta, and Acosta’s acquisition of Mosaic and Anderson Dayman Worldwide
Centerbridge Partners in its US$1.1 billion take-private deal of P.F. Chang’s China Bistro
Centerbridge Partners in its substantial minority investment in syncreon Holdings Limited
Berkshire Partners in its acquisition of a majority interest in a joint venture with Torrecom Partners, formed for the purpose of operating a Latin American cellular tower business
Berkshire Partners in its US$800 million investment in Canada-based Farm Boy
Berkshire Partners in its US$1 billion sale of National Vision Inc. to KKR & Co
OMERS in its sale of United States Infrastructure Corporation (USIC) to Leonard Green
OMERS in its sale of Nordco Inc. to Greenbriar Equity Group
Kainos Capital in its formation of a US$468 million fund and acquisition of HM Capital Partners’ entire portfolio of food and consumer products investments
Kainos Capital in its US$600 million sale of Earthbound Farm to The WhiteWave Foods Company
CIC Partners in its acquisition of a majority stake in Activa Resources, LLC
Lindsey Goldberg in its US$625 million sale of PL Midstream to an affiliate of Boardwalk Pipeline Partners
Tail Water Capital in its formation of a US$435 million energy investment fund and acquisition of oil and gas investments spun out from HM Capital Partners
HiT Entertainment in its US$680 million acquisition by Mattel, Inc.
Citadel in its US$2.4 billion cash-and-stock acquisition by Cumulus Media
American Capital (n/k/a Ares Capital) in its US$144 million sale of Aptara, Inc.
Representation of EQT Corporation, EQT Midstream Partners, Jones Energy and American Resource Development in connection with various M&A, joint venture and capital markets transactions
Representation of real estate funds, REITs and other investors in the sale and acquisition of multiple first-class office buildings throughout the United States
Representation of chapter 11 debtors, including Lehman Brothers and American Airlines, in tax aspects of restructuring matters

経験

A significant portion of Tara’s practice involves advising private equity funds and their portfolio companies in connection with M&A and joint venture transactions. She has represented some of the world’s leading private equity firms, including American Securities, Advent International, Canada Pension Plan Investment Board, The Gores Group, Incentrum Partners, Ontario Teachers’ Pension Plan Board, and Providence Equity Partners. Recent representations include:

RelaDyne LLC, a portfolio company of American Industrial Partners, in its acquisition of Sun Coast Resources, Inc. and Grupo Lucalza.
Brand Velocity Group in its acquisition of SCORE Sports, a designer, manufacturer and seller of youth team sports uniforms and equipment
Leon Capital’s portfolio company Specialty Dental Brands, a dental support organization, in connection with an investment by TSG Consumer Partners
Northlane Capital Partners in the sale of portfolio company Discovery Data Holdings, Inc. to Institutional Shareholders Services Inc.
EQT Private Equity and PRO Unlimited in connection with PRO Unlimited’s acquisitions of Workforce Logiq and Geometric Results, Inc.
EQT Private Equity in its acquisition of PRO Unlimited, a leading provider of integrated contingent workforce management solutions
EQT Private Equity in its US$1 billion sale of Innovyze, a leading global smart water infrastructure software provider, to Autodesk
Northlane Capital in its investment in Choice Insurance Agency (Choice Financial Group )
Thompson Street Capital Group in its sale of The Payment Group to Paya, a portfolio company of GTCR
Trive Capital and its portfolio company Oscar W. Larson Company in their acquisition of WildcoPES, a provider of comprehensive construction management services
Clearlake Capital Group in its launch of Vive CollectiveTM, a new platform focused on backing innovative digital health companies
ZMC affiliated investment funds in their acquisition of iconic comedy brand The Second City
Dallas-based Trive Capital in connection with the stock acquisition of The Oscar W. Larson Company and related entities
Thoma Bravo and its portfolio company Motus LLC in their acquisition of Vision Wireless
CVC Capital Partners and its portfolio company ConvergeOne, a global IT services provider of collaboration and digital infrastructure solutions, in their acquisition of Altivon, a contact center solutions provider
Clearlake Capital Group and its portfolio company Dude Solutions, Inc. in the add-on acquisition of the Australia-based software-as-a-service (SaaS) company Assetic Pty. Ltd.
ZMC Capital in its acquisition of Simeio Solutions from Welsh Carson, Anderson & Stowe
OMERS Private Equity in the disposition of its investment in National Veterinary Associates, a portfolio company of Ares Management, to an affiliate of JAB Holdings
TPG Capital LP in the acquisition of a non-controlling stake in Kelsey-Seybold Management Services, a management services organization serving the Kelsey-Seybold Medical Group
Thoma Bravo, LLC and its portfolio company Ellie Mae, Inc. in their acquisition of Capsilon
M/C Partners in its investment in TowerCom, LLC, a developer of communications towers for national and regional wireless carriers
Neutral Connect in its acquisition of wireless infrastructure developer Connectivity Wireless
Neutral Connect in its acquisition of wireless infrastructure manager Simplifi Wireless
TriStar Group, Inc., a portfolio company of Thompson Street Capital Partners, in the sale of its Tank Services Division to HydroChemPSC
Leon Capital Partners in numerous acquisitions of clinics and practices for its specialty dental practices platform
Great Hill Partners in its acquisition of a minority investment in Bombas, LLC
Great Hill Partners in its US$325 million sale of The Shade Store to Leonard Green

In addition, Tara represents clients in the areas of international and domestic mergers and acquisitions, restructurings and other major transactions. Recent representations include:

Rexel USA in its acquisition of Horizon Solutions, an industrial automation distributor in the northeastern United States
GE-Prolec, a joint venture between GE and Xignux, in its US$645 million acquisition of Transformer Solutions, a subsidiary of U.S.-based infrastructure company SPX
Rexel USA in its US$456 million acquisition of Mayer Electric, a distributor of electrical products and services
Safe Harbor Marinas, LLC, the owner and operator of the world’s largest boating network, in its US$2.11 billion sale to Sun Communities, Inc., a publicly traded REIT focused on manufactured housing and recreational vehicle communities in the United States and Canada
Haystack Sciences in its acquisition by insitro, a machine learning-driven drug discovery and development company
Steward Health Care System LLC in its sale of five hospitals and related hospital operations in Utah to HCA Healthcare, Inc.
Dell in its sale of Dell EMC Service Assurance Suite to VMware, Inc.
HNA Aviation & Tourism Group in its sale of Radisson Hospitality Inc. and a majority stake in Radisson Hospitality AB, a member of the Radisson Hotel Group, to a consortium led by Jin Jiang International Holdings Co., Ltd.
Rexel in its divestiture of its Gexpro Services business unit to LKCM Headwater Investments
BaseHealth, Inc., a healthcare data analytics company, in its acquisition by Genalyte, Inc.
VWM Analytics in connection with its sale to the global consulting firm J.S. Held, a portfolio company of the private equity firm Kelso & Company
FlexManage, Inc., a provider of technology consulting services, in its sale to New Era Technology
Hawker Pacific Airservices Limited in its sale by BH Global Aviation LP, an affiliate of Britton Hill Partners, and SEACOR Capital (Asia) Limited to Eagle Enterprise, Inc.
New Residential Investment Corporation in the “stalking-horse” acquisition of substantially all of the forward mortgage-related assets of Ditech Holding Corporation
HMS Holdings Corp. in its acquisition of the Accent payment-accuracy and cost-containment business from Intrado Corporation
Fronton Holdings LLC in its sale of Casino Miami to affiliates of Treasure Island Hotel and Casino
Eagle Materials Inc. in the sale of its Western Aggregates and Mathews Readymix operations for US$93.5 million to Teichert, a California-based construction company
Eagle Materials in its acquisition of Wildcats Minerals Holdings LLC from Platte River Equity
Eagle Materials in its US$466 million acquisition of cement plants and related assets from Lafarge North America
Wilsonart in its acquisition of Laminate Works Dallas, a manufacturer of decorative high pressure laminate panels
Wilsonart in its acquisition of KML, a Tacoma-based manufacturer of decorative surfaces and panels

In another important part of her practice, Tara regularly represents energy-focused clients in upstream and midstream oil and gas property, pipeline and processing facility acquisitions and divestitures. Recent representations include:

Morgan Stanley Energy Partners and its portfolio company Presidio Investment Holdings in their acquisition of substantially all of the oil and natural-gas-producing properties in the western Anadarko Basin of Texas, Oklahoma and Kansas from Templar Energy
Perpetual Production, LLC in its formation of a strategic partnership with Silver Hill Energy Holdings, LLC targeting the acquisition of mineral, royalty and non-operated participation interests in targeted areas of the Mid-Continent and Permian Basin
Environmental Resources Management in its acquisition of Michael Pisani & Associates, Inc.
Tug Hill in its US$390 million acquisition of Appalachian oil and gas assets from Stone Energy Corporation
KJ Energy in its acquisition of oil and gas-producing assets in East Texas and North Louisiana
Hunt Consolidated in its investments in and restructuring or dispositions of various oil and gas ventures
EnLink Midstream Partners, LP in its US$600 million acquisition of Coronado Midstream Holdings
The Energy & Minerals Group in its US$460 million equity commitment to an affiliate of American Energy Partners to pursue acquisitions of minerals and overriding royalty interests in onshore basins
EnLink Midstream Partners, LP and EnLink Midstream, LLC in their US$235 million acquisition of natural gas pipeline assets from Chevron Pipe Line Company and Chevron Midstream Pipelines LLC

Tara serves on SidleyWomen and is its Dallas co-chair. In addition, she is a member of the American Bar Association and the Texas State Bar Association (Tax Section).

Tara M. Lancaster

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