Tara M. Lancaster

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; 2022–2025). She was also selected by her peers for inclusion in The Best Lawyers in America (2022–2026) in the field of Tax.

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. Recent representations include:

• Sagard Healthcare Partners (Sagard) in providing up to US$250 million in non-dilutive financings to Nuvation Bio Inc. (NYSE: NUVB), a global biopharmaceutical company tackling some of the greatest unmet needs in oncology.
• MarcyPen Capital Partners (MarcyPen) as lead investor, together with Brand Velocity Group (BVG), in a growth investment in The GLD Shop (GLD), a globally recognized jewelry brand.
• Apex Waste Solutions, a portfolio company of Kinderhook Industries, LLC, in its acquisitions and related financings of Colorado-based waste management operating sites Twin Enviro Services and certain assets of WM of Colorado, Inc.
• Heritage Advisors, a London-based venture capital and investment management company, on its investment in Fort Partners, a privately held Miami-based real estate and residences in prime locations in the United  States, Caribbean, and Europe.
• 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 investment in Jaya Apparel Group, which owns and operates the women’s contemporary fashion labels Cinq à Sept and LIKELY.
• Brand Velocity Group in its acquisition of SCORE Sports, a designer, manufacturer and seller of youth team sports uniforms and equipment.
• Northlane Capital Partners in the sale of portfolio company Discovery Data Holdings, Inc. to Institutional Shareholder 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 Collective™, 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.
• 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.
• 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.

Another important aspect of Tara’s practice is focused on advising clients in the healthcare and life sciences industries in a broad range of transactional matters. Recent representations include:

• 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.
• 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.
• OMERS Private Equity in its partnership with Gastro Health, a leading national United States platform supporting medical groups specializing in the treatment of gastrointestinal disorders and digestive health.
• Leon Capital Group’s portfolio company Specialty Dental Brands, a dental support organization, in connection with an investment by TSG Consumer Partners.
• Leon Capital Group’s portfolio company Frontline Dental Implant Specialists in numerous acquisitions of clinics and practices for its oral surgery dental implant platform.
• Leon Capital Group’s portfolio company Turnwell Mental Health Network in numerous acquisitions of clinics and practices for its mental health and psychiatry services platform.
• Steward Health Care System LLC in its sale of five hospitals and related hospital operations in Utah to HCA  Healthcare, Inc.
• BaseHealth, Inc. a healthcare data analytics company, in its acquisition by Genalyte, Inc.
• OMERS Capital Markets in its acquisition of a capped, tiered, declining royalty on direct annual net sales of ORLADEYO® (berotralstat) from BioCryst Pharmaceuticals, Inc. for US$150 million.
• OMERS Capital Markets in the negotiation of a definitive credit facility agreement for BridgeBio Pharma, Inc. with a syndicate of lenders for up to US$750 million in financing.

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, Inc. in its acquisition of Talley, Inc., a distributor of wireless infrastructure products, services, and solutions in the U.S. 
• Rithm Capital in its pending US$720 million acquisition of Computershare’s U.S Loan Services business.
• Azelis, in its acquisition of 100% of the shares of Gillco Ingredients.
• Darling Ingredients Inc. in its US$1.1 billion acquisition of Valley Proteins, a transaction that was named a finalist in the “Deals of the Year: $1 Billion +” category of D CEO’s Mergers & Acquisitions Awards.
• 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
• 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.
• 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 Wildcat 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.

Tara also regularly represents energy-focused clients in upstream and midstream oil and gas property, pipeline and processing facility acquisitions, and divestitures. 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 State Bar of Texas (Tax Section).