Brian guides his clients through mergers and acquisitions, fund formation, debt and equity investments, and the myriad other tax matters that arise during the life of a business.
He takes particular pride in his practical, results-oriented approach, which helps clients not only with the substance of their tax issues but also with the economic impact of those issues on their businesses. Brian avoids jargon and explains issues in understandable terms so that decision-makers can act quickly and knowledgeably.
In the complex area of mergers and acquisitions, Brian helps businesses structure for goals such as tax-free receipt of buyer equity, step-up in asset basis, and efficient use of net operating losses. He drafts and negotiates tax indemnity and related provisions of transaction documents, and he regularly prepares the economic and tax provisions of complex partnership and limited liability company operating agreements.
Brian's experience includes:
- Cross-border structuring and other tax issues arising from international operations or investments
- The initial choice of business entity and structuring of early-stage investments for startups
- Structuring hedge funds and private equity funds and their management entities
- State and local tax issues including those arising from software-as-a-service businesses and e-commerce in general
- The tax consequences of incentive compensation arrangements, including matters such as stock options, restricted stock units, and phantom equity
- Operational and other requirements for tax-exempt organizations
A member of Lowenstein Sandler's Recruiting Committee, Brian also serves as a program coordinator for the firm's summer associate program. He especially enjoys getting to know the summer associates personally and helping introduce them to life at the firm.
In addition to his practice at Lowenstein Sandler, Brian is an adjunct professor at the Rutgers School of Law.