Gregg has a multifaceted tax law practice that encompasses advising companies and individuals on a wide range of tax issues related to private equity transactions, mergers and acquisitions, and renewable energy projects.
Gregg has significant experience with tax issues involving US and cross-border taxable and tax-free mergers and acquisitions, spin-offs, cross-border tax structuring, partnerships, and limited liability companies. He regularly represents US and international sponsors of, and investors in, private equity and other investment funds.
A principal area of Gregg’s practice focuses in the renewable energy sector, with an emphasis on renewable energy transactions and financings involving solar and wind projects. In particular, he focuses on representing tax equity investors, sponsors and developers in the renewable energy space, and advises these clients on the tax aspects of their transaction structures, and the availability of federal income tax credits and other tax incentives.
In addition to his transactional work, Gregg counsels US and international high-net-worth individuals, family offices, and closely held businesses on a variety of US and cross-border income and estate tax planning issues.
Prior to joining Mintz, Gregg was a partner at a Canadian- and US-based law firm, where he advised clients on tax matters relating to transactions, estate tax planning, and renewable energy projects. He previously practiced at several international law firms, developing particular capabilities in negotiating and documenting tax provisions in complex corporate transactions. He has also worked at major accounting firms as a director and in a transaction advisory role.
Experience
- Represented a Canadian pension investment management company in its acquisition of 49% of the Class B interests held by an affiliate of a US-based renewable energy company in a wind farm project in Texas.
- Served as special Canadian and US securities law and tax counsel to a saving and investing app in its sale to a digital payments and financial technology company listed on the TSX and Nasdaq. The share-for-share transaction valued the company at approximately $50 million.
- Advised a private equity firm focused on the metals and mining sector in its sale of a gold-mining site in Nevada to a gold production and exploration company for consideration valued at up to $85 million.
- Represented an independent asset management company in the formation of a $1.2 billion fund focused on investments in North America, with limited partners from Canada, the United States, Europe, and Asia.
- Advised an electric utility holding company in concurrent offerings of common shares yielding aggregate proceeds of approximately $1.2 billion. The offerings included a $690 million deal in Canada and the United States using the multijurisdictional disclosure system, including the exercise by the underwriters of their over-allotment option and a concurrent $500 million registered direct offering to an institutional investor.
- Acted as Canadian and US counsel to an investment banking company in an at-the-market equity offering by a cannabis company in Canada and the United States under the multijurisdictional disclosure system.
- Advised a Canadian multinational investment bank and a syndicate of lenders in the establishment of a $275 million revolving credit facility for a vitamin and natural health product manufacturer and its US subsidiary.
- Represented a metals distribution company in its $160 million acquisition of a Texas-based supplier of pipe, valves, and fittings to oil and gas companies in the United States.
- Advised a flexible packaging maker in the $215 million sale of its three health care manufacturing facilities to a globally integrated company that develops and manufactures products for a number of end markets, including medical, pharmaceutical, food, beverage, personal care, household, and industrial.
- Counseled a Canadian chemical and manufacturing company on the formation of a new defense business. The company’s defense business and other operations in Québec merged with a privately owned, US-based manufacturer of defense products in a transaction valued at approximately US$132.7 million.
- Represented a minority stockholder of a private company in a buyout of the majority stockholder of that company through a cross-border acquisition of all the company’s assets in a transaction that involved both equity and debt financing from a private equity firm and an institutional lender.
- Advised a global developer and manufacturer of value-added consumable solutions for industrial and medical applications, including imaging and ink supplies, in its sale to an international private equity investment firm.
- Represented a manufacturer of pressure-sensitive tapes in connection with its acquisition by a TSX-listed tape manufacturing company.
viewpoints
F-Reorgs: How Buyers’ and Sellers’ Favorite ‘F Word’ Optimizes M&A and Private Equity Transactions Involving S Corporations
October 10, 2024 | Alert | By David Salamon, Zachary Liebnick, Gregg M. Benson, Joseph J. Ronca, Katya Daniel
Read about the steps to implement a pre-transaction reorganization under Section 368(a)(1)(F), known as an F reorganization, on a target that is treated as an S corporation for tax purposes, which can offer significant tax benefits to buyers and sellers.
Proposed Treasury Regulations Provide Guidance on Stock Buyback Excise Tax for Redemptions and M&A Transactions
May 23, 2024 | Alert | By David Salamon, Gregg M. Benson, Timothy J. Santoli, Helen Huang
Read about proposed Treasury regulations that provide guidance on the application of the stock buyback excise tax to redemptions and M&A transactions.
Treasury Department Issues Guidance on Round Two of §48C Advanced Energy Tax Credit Program
May 2, 2024 | Alert | By R. Neal Martin, Gregg M. Benson, John Lushetsky
The highly anticipated guidance for the second round of allocations (Round Two) under the US Treasury’s §48C Qualifying Advanced Energy Project Tax Credit program was released this week pursuant to IRS Notice 2024-36, with concept papers due potentially in the next 45 days.[1] That doesn’t provide applicants much time, but those with eligible projects should strongly consider submitting a concept paper. Submission of a concept paper is required to submit a full application, and receiving a letter of discouragement from the Department of Energy (DOE) on a concept paper does not preclude an applicant from submitting a full application. Moreover, an applicant that applied for but failed to receive an allocation in the first round is not precluded from applying for an allocation in Round Two.
IRS Opens Registration Portal for the Elective Payment or Transfer of Tax Credits
February 6, 2024 | Alert | By Gregg M. Benson, David Salamon
Energy & Sustainability Legal Feature – Increased Opportunity for More Taxpayers to Access Clean Energy Tax Credits and Related Considerations and Limitations
October 26, 2023 | Article | By Gregg M. Benson, David Salamon, Helen Huang
This past summer, the Treasury and Internal Revenue Service (IRS) published proposed Treasury Regulations (88 FR 40528 and 88 FR 40496) under two key provisions of the Inflation Reduction Act of 2022 (IRA) designed to enable taxpayers and tax-exempt entities to monetize certain energy-related federal tax credits. Section 6417 allows certain tax-exempt and governmental entities that historically could not benefit from such tax credits to receive direct payments from the government in lieu of such tax credits. Section 6418 permits taxpayers to transfer all or a portion of certain energy-related tax credits to unrelated parties for cash. By broadening the universe of organizations that are able to make use of energy-related tax credits through the direct pay provisions and creating a more direct pathway for taxpayers interested in financing energy projects to share credits through transferability, these provisions stand to significantly expand the market for investment in energy projects.
Inflation Reduction Act Benefits — Insights from Mintz’s Second Annual Energy Transition Summit
October 26, 2023 | Article
The Inflation Reduction Act Benefits panel at Mintz’s Second Annual Energy Transition Summit focused on the benefits and opportunities related to IRA. Tax Member Gregg Benson moderated a discussion with energy officials Martin Toulouse of the DOE and Jonathan Schrag of the Commonwealth of Massachusetts.
Considering Converting an LLC into a Corporation? Here Are the QSBS Issues You Should Be Thinking About
August 22, 2023 | Alert | By Gregg M. Benson, Daniel DeWolf, David Salamon
Read about the benefits and risks of deferring the conversion of an LLC into a corporation in order to benefit from the qualified small business stock (QSBS) rules of the US tax code.
IRS Issues Notice 2023-44 Clarifying the 48C Program Application Process and Timeline
June 20, 2023 | Advisory | By Gregg M. Benson, David Salamon, Jared Solomon
Read about IRS Notice 2023-44, which clarifies the 48C program application process and timeline following amendments to the program under the Inflation Reduction Act and an earlier notice providing application guidelines.
IRS Provides Initial Guidance on Made in America Rules for Clean Energy Tax Credits
May 18, 2023 | Alert | By Gregg M. Benson, David Salamon
Read about Department of Treasury and IRS guidance regarding qualification for the 10% domestic content tax credit available to certain renewable energy projects under the Inflation Reduction Act of 2022 (IRA).
The Inflation Reduction Act of 2022: Takeaways for the Clean Energy Sector
April 19, 2023 | Blog | By Gregg M. Benson, R. Neal Martin
News & Press
Mintz Advises Adlumin, Inc. in Acquisition by N-able
November 22, 2024
Mintz advised Adlumin, Inc., a provider of an enterprise-grade security operations platform, in its acquisition by N-able, Inc. (NYSE: NABL), a global software company helping IT services providers deliver security, remote monitoring and management, and data protection as-a-service solutions.
Mintz Advises Altamira on Award-Winning Deal
June 24, 2024
A Mintz team led by Corporate Members Jim McKnight and Joe Ronca advised Altamira Technologies Corporation on its acquisition of Virginia Systems & Technology, Inc. This strategic acquisition expanded Altamira’s capabilities and national security customer portfolio, while winning “Deal of the Year” in the “Under $50 Million” category at ACG National Capital’s 22nd Annual Corporate Growth Awards.
Mintz Advises Muse Group on Combination with Hal Leonard and Growth Investment by Francisco Partners
December 19, 2023
San Francisco Managing Member Stephen Osborn and Member Robert Burwell led Mintz’s advisory team in facilitating a transformative combination for Muse Group with Hal Leonard, securing growth investment from Francisco Partners. This impactful collaboration merges Muse’s leadership in music content and creation with Hal Leonard’s renowned sheet music and music-learning expertise. The deal underscores Mintz’s commitment to supporting innovative technology companies in the Bay Area’s Private Equity landscape.
Twenty-nine Mintz Attorneys Named to 2023 New York Metro Super Lawyers List
September 22, 2023
NEW YORK – Mintz is pleased to announce that 18 attorneys have been named New York Metro Super Lawyers and 11 attorneys have been named New York Metro Rising Stars by Super Lawyers for 2023.
Mintz’s Private Equity Practice Appoints New Leadership
November 17, 2022
Mintz has appointed Members Gregory Fine and Matthew T. Simpson to co-lead the Private Equity practice alongside current chair, Kurt Steinkrauss. The change is effective immediately.
Mintz Represents Ferra Holdings In Its Sale To Accurus
April 11, 2022
Mintz Continues Expansion of Premier Tax Practice with Timothy Santoli
February 23, 2022
Mintz’s Private Equity Practice Steers Complex Deals Across Industries, Experiences Strategic Growth in 2021
January 26, 2022
Mintz Adds Leading Tax Attorney Gregg Benson in New York
October 04, 2021
Events & Speaking
Recognition & Awards
New York Super Lawyers (2023)
Recent Insights
Mintz advised Adlumin, Inc., a provider of an enterprise-grade security operations platform, in its acquisition by N-able, Inc. (NYSE: NABL), a global software company helping IT services providers deliver security, remote monitoring and management, and data protection as-a-service solutions.
A Mintz team led by Corporate Members Jim McKnight and Joe Ronca advised Altamira Technologies Corporation on its acquisition of Virginia Systems & Technology, Inc. This strategic acquisition expanded Altamira’s capabilities and national security customer portfolio, while winning “Deal of the Year” in the “Under $50 Million” category at ACG National Capital’s 22nd Annual Corporate Growth Awards.
