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Tax

  • OVERVIEW
  • PROFESSIONALS

Thompson Coburn provides a full range of federal, state, local and foreign tax planning and tax transactional services, and representation before governmental agencies and tribunals in tax controversies. Our nationally recognized practice includes attorneys who have experience as in-house tax counsel and managing federal and state tax authorities, including a former director of Tax Planning for McDonnell Douglas Corporation, a former International Tax partner at Deloitte & Touche, and a former Director of the Missouri Department of Revenue. Our ability to handle transactional and controversy issues means we can approach a client’s tax work effectively.

Our work involves leading-edge, novel and creative types of transactions. For each assignment, we collaborate with our clients to establish and implement tax strategies to achieve results that are consistent with each client’s risk profile and business objectives. We frequently render tax opinions, especially in support of accountants’ treatment of tax issues for tax return and financial statement purposes.

On behalf of clients, our attorneys also are involved in the development of tax legislative proposals and administrative regulations through professional groups and other contacts. We have drafted and helped enact legislation on new and existing tax programs at both the federal and state levels.

Our tax clients include Fortune 100 and other public companies, multibillion-dollar and other closely held corporations and financial institutions, pass-through entities, large nonprofit institutions, for-profit and nonprofit health care entities, public retirement funds, regulated investment companies and individuals. Our clients are involved in manufacturing, wholesaling, retailing, financial and other service businesses, health care, real estate and government contracting.

Edward J. Buchholz

314.552.6377
  • American Airlines, Inc.
  • Amazon.com, Inc.
  • AT&T Inc. (formerly SBC Communications)
  • Bally’s Total Fitness Corporation
  • The Boeing Company
  • Charter Communications, Inc.
  • Clayco, Inc.
  • Dierbergs Markets, Inc.
  • Edward Jones & Co.
  • Enterprise Rent-A-Car Company
  • Federal Signal Corporation
  • Ford Motor Credit Corporation
  • IBM Corporation
  • Insituform Technologies, Inc.
  • Laclede Gas, Inc.
  • L’Oreal USA
  • Lorillard Tobacco Company
  • Mallinckrodt, Inc.
  • Maritz Holdings Inc.
  • The McGraw-Hill Companies, Inc.
  • Peabody Energy Corporation
  • Scottrade, Inc.
  • Siemens Financial Services, Inc.
  • Stifel Nicolaus & Company
  • Tyco, Inc.
  • UniGroup, Inc.
  • Union Pacific Railroad Company
  • United Technologies, Inc.
  • U.S. Bank, N.A.
  • Washington University in St. Louis
  • Wells Fargo Bank, N.A.

  • Advised manufacturing client on tax aspects of disposition of $50 million of businesses and $1 billion of debt and equity offerings.
  • Structured in-bound investment by foreign manufacturing entity in order to minimize taxation of sales activities in the U.S.
  • Negotiated and documented tax provisions in multiple vessel charters and like-kind exchanges aggregating $100 million.
  • Rendered a tax opinion concerning a $40 million ordinary loss deduction on the abandonment of stock of an affiliate.
  • Rendered a tax opinion on a $35 million deduction for a litigation settlement payment in connection with a simultaneous stock redemption.
  • Provided a tax opinion to a pharmaceutical company regarding the deductibility of interest relating to borrowing to hold or carry tax-exempt debt.
  • Conducted complex tax analysis under IRC § 382 concerning possible ownership changes of taxable health care enterprise.
  • Advised a large multistate utility concerning a reorganization into a holding company structure.
  • Structured and issued opinions concerning contingent convertible debt representing several issuers.
  • Provided advice regarding the consequences of exchanges and reissuances of $1 billion of debt.
  • Negotiated and structured a $230 million multicompany disposition of a manufacturing enterprise that devised an approach to minimize U.S. taxation of sale of foreign operations.
  • Negotiated and structured a $325 million Chapter 100 bond financing, resulting in 40% tax abatement over a 15-year period for a manufacturing plant.
  • Negotiated and structured complex acquisitions of property and casualty insurance companies worth in excess of $200 million.