TAX
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SERVICE AREAS
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RELATED PRACTICES
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RELATED INDUSTRIES
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REPRESENTATIVE CLIENTS
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Aegion
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Charter Communications
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Clayco, Inc.
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Enterprise Rent-A-Car
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Federal Signal Corporation
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Mallinckrodt Plc
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Maritz
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Peabody Energy
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Scottrade
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Stifel
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UniGroup
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U.S. Bank National Association
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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 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.
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.
TCLE
Trust Modification; Buy-Sell Agreements; Financing
Fiduciary Income Tax Refresher and Update 2024
Gift Tax Return Adequate Disclosure; Constructive Dividends; Transferee Liability
Liens from Deferred Estate Tax; Grantor Trusts & Basis Step-Up; Gifts of Business Interests
Fiduciary Income Tax Refresher and Update 2023
Preserving Income Tax Benefits from Estate Tax Audits; S Corporation Sales; Partnership Redemptions
Loan Guarantees; Debt in Capital Structure; Ordinary Income on Sale of Business
State Tax in Estate Planning; Employment Tax; Blockers; S Corporation Single Class of Stock
Fiduciary Income Tax Refresher and Update 2022
IRS Procedural Update; Buy-Sell Development; Loan Guarantees
Note Modifications; Reorganizing Private Business; Trust Sale of Business Interests
Business Opportunities; TP Asserts Substance over Form; Unincorp. Entity as S Corp
Fiduciary Income Tax Refresher and Update 2021
Sales Between Trusts; Writing Off Business Interests; Partnership Audit Rule Update
When a Gift Is Subject to Income Tax; Beneficiary Deemed-Owned Trusts; Making Large Taxable Gifts
Pass-Through Entities Held by Trusts; Formula Transfers in Estate Planning; Business Gifts
Overview of Loss Limitations; Family Office Partnership; Sale to Spousal Grantor Trust
Fiduciary Income Tax Refresher and Update 2020
Sale of Interest in Trust; Negative Capital Accounts; Final Regs on Transfer for Value
State Fiduciary Income Tax (Kaestner); S Corp. Ownership; Basis Step-Up Strategies
Fiduciary Income Tax Refresher and Update 2019
Effective Business Income Tax Rates in Light of 2017 Tax Law Changes
Planning Using the Proposed Regulations under IRC §§ 199A and 643(f)
Cahill 2036, 2038, 2703; Mazzei Disregards Corporate Arrangements; Investment Partnership Traps
Partnership Audit Rules; Effects of Tax Reform; Using a Business Entity to Help Defray Fees
Fiduciary Income Tax Refresher and Update 2018
Strategic Planning for Business Entities after 2017 Tax Reform
Defined Value Clauses; S Corp. Distribution of Property; Traps Donating a Business to Charity
Leveraging to Attain Basis Step-Up; Income Tax Benefits of Losing an FLP Case
Landmark SE Tax Case; Post-Mortem Planning; Grantor Trust Reimbursement
Fiduciary Income Tax Refresher and Update
Self-Employment Tax and LLCs; New Partnership Audit Rules; Selected Issues from Heckerling
Business Planning in Light of Proposed Regulations under Code § 2704
Life Insurance to Fund Buyouts or Loss of a Key Person
Publications
Selling Federal Energy Tax Credits: Who, What, When, and How…and Other Important Points
Using Pass-Through Entity Tax Benefits in M&A transactions
Now is the time to electrify your commercial vehicles
Update – SOFR and LIBOR Replacement
Litigation fees may be tax-deductible, confirms new Tax Court ruling
With the government’s attention turning to taxes, your estate plan may need your attention
IRS clarifies employee retention tax credit rules for Q1 and Q2 of 2021
IRS extends filing and payment deadline for individual taxpayers
IRS clarifies legislative changes to the employee retention tax credit
Key tax provisions in the coronavirus relief bill
Chicago raises 'Cloud Tax' in response to $1.2 billion budget gap
IRS issues guidance clarifying President Trump’s payroll tax deferral
IRS clarifies holding period rules for profits interests and carried interests
Key tax provisions of the proposed HEALS Act
Proposed tax plans of the 2020 presidential candidates
Highlights from the SBA’s further guidance on PPP loan forgiveness
Congress relaxes Paycheck Protection Program rules
‘COVID-19 Adjustment’ may lessen Cook County property taxes in light of pandemic
HEROES Act proposes more potential tax incentives
IRS updates filing and payment deadlines and time-sensitive action FAQs
Effect of “forgiven” PPP loan on the deductibility of covered expenses
What employers need to know about the CARES Act Employee Retention Payroll Tax Credit
Effect of COVID-19 tax legislation on NOL carryforwards and carrybacks
IRS clarifies Social Security tax deferral under CARES Act
Tax filing and payment deadlines extended due to COVID-19 (again)
Utilizing profits interests as equity incentive compensation
Section 4960 Excise Tax: What tax-exempt employers need to know
A top hat plan checklist for employers
Strategies for estate planning during a divorce
New Opportunity Zone investment may reduce capital gains liability
When should you terminate a defined benefit plan? Four influential factors
Sweeping tax reform necessitates review and analysis of form of entity
Pending tax reform, prepaying 2018 real estate taxes could benefit Illinois individual taxpayers
Serving as a trustee: What is the job description?
Why donor advised funds are useful for year-end charitable giving
Private equity’s top ten issues for the next president
California real estate: Change the ownership, increase the tax
Proposed changes to Section 2704 could spur tax increase for owners of closely held businesses
IRS releases updated safe harbors for management contracts in tax-exempt bond-financed projects
Voluntary disclosure opportunity for cloud computing services in Chicago
Sale/leaseback transactions moving full steam ahead
The Latest Beneficiary Grantor Trust — PLR 201039010
Blog Posts
Basis step-up: Planning for married couples
Highlights from the Simply Tax podcast: How to choose an entity for a family business
Unpacking the new qualified business income deduction for real estate rentals
Converting from an S corporation to a C corporation – Don’t do it the simple but wrong way
Beware this years’ taxpayer refund scams and data breaches: 8 steps recommended by the IRS
Developments in FICA and self-employment tax affect partners and S corporations
IRS gets upper hand in S corporation compensation audits
Tax court finds self-employment tax for active LLC member
Using an S corporation to avoid self-employment tax
Tax court finds no self-employment tax for passive LLC member
News
TC Tax Controversy Team Helps Obtain Key Taxpayer Victory at Missouri Supreme Court
Thompson Coburn Enhances Tax Credits Practice with Renewable Energy Tax Credits Focus
Transport Topics turns to Nick Kappas for overview of new tax credit for EV commercial vehicles
Nick Kappas rejoins Thompson Coburn’s Tax practice
Janette Lohman selected as State Tax Lawyer of the Year by Finance Monthly
Congratulations to the new Thompson Coburn partners for 2021
Congratulations to our 2021 Best Lawyers ‘Lawyers of the Year’ and ‘Ones to Watch’
Janette Lohman named Eighth Circuit Regent for the American College of Tax Counsel
Congratulations to the new Thompson Coburn partners for 2020
Janette Lohman named to SLU Law’s Hall of Fame Class of 2020
Janette Lohman named ‘Influential Woman in Tax Law’ by Law360
Congratulations to our 14 ‘Lawyers of the Year’ for 2020
Thompson Coburn attorneys receive high marks in Chambers’ 2018 High Net Worth guide
Elizabeth Feldmeir named to St. Louis Business Journal’s 40 Under 40 list
Bloomberg publishes Steve Gorin article on taxing trust income
Janette Lohman elected second vice president of the Institute of Professionals in Taxation
Tom Corbett, Larry Katzenstein featured in Chambers’ inaugural High Net Worth guide
Congratulations to the new Thompson Coburn partners for 2016
Saint Louis Legacy Awards honor Dale Knight, Larry Katzenstein, Covenant Place
27 Thompson Coburn attorneys recognized in 2014 Chambers USA
Georgia Demeros quoted in Fox Business article on debt, estate planning
Private Client Group transfers more than $1.2 billion in assets
Real Estate group supports $51 million apartment complex purchase
19 Thompson Coburn partners named 2013 St. Louis Lawyers of the Year
Thompson Coburn leads Federal Signal’s $110 million sale of FSTech to 3M
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Partner
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St. Louis
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Mariquita is an experienced and results-driven M&A and tax attorney who negotiates and closes complex transactions. Mariquita is an experienced and results-driven M&A and tax attorney who... |
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Senior Counsel
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Washington, D.C.
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Henry's tax practice work emphasizes partnerships, limited liability companies and nonprofit organizations. Henry's tax practice work emphasizes partnerships, limited liability c... |
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Partner
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St. Louis
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Ed serves as a key tax advisor to companies embarking on any type of corporate restructuring, from acquisitions and dispositions to spinoffs and management changes. Ed serves as a key tax advisor to companies embarking on any type of corpor... |
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Partner
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Chicago
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Patrick practices in Thompson Coburn’s Real Estate Tax Assessment Practice Group. Patrick practices in Thompson Coburn’s Real Estate Tax Assessment Practice ... |
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Partner
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St. Louis
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Over the last decade, Elizabeth has worked directly on several billion dollars in tax credit transactions and represented clients in a variety of complex real estate and ... Over the last decade, Elizabeth has worked directly on several billion doll... |
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Partner
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St. Louis
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Garrett counsels banks, financial institutions and other businesses on a variety of tax credit, commercial transaction and regulatory issues. Garrett counsels banks, financial institutions and other businesses on a va... |
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Partner
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St. Louis
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Steve is a nationally recognized practitioner in the areas of estate planning and the structuring of privately held businesses. Steve is a nationally recognized practitioner in the areas of estate planni... |
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Partner
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Washington, D.C.
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Benjamin is a corporate advisor and business strategist for a wide variety of privately-held businesses, manufacturers, financial institutions, and nonprofits. Benjamin is a corporate advisor and business strategist for a wide variety ... |
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Partner
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St. Louis
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Nick advises businesses, tax-exempt organizations, and governmental entities on federal and state tax matters, including tax credit finance, tax-exempt bonds, and transac... Nick advises businesses, tax-exempt organizations, and governmental entitie... |
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Partner
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Los Angeles
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Jon represents mid-sized, closely held businesses and their owners in a variety of industries, including manufacturing, distribution, retail sales and professional servic... Jon represents mid-sized, closely held businesses and their owners in a var... |
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Partner
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St. Louis
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Matt practices in the areas of state and local tax (SALT) controversy, banking and financial services litigation, business litigation and appellate. Matt practices in the areas of state and local tax (SALT) controversy, bank... |
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Partner
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St. Louis
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Rick advises companies and individuals on a variety of federal (domestic and international), state and local tax matters. Rick advises companies and individuals on a variety of federal (domestic an... |
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Partner
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St. Louis
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Janette has over 30 years of experience practicing in all areas of state and local taxation, including representing clients before state and local taxing authorities in c... Janette has over 30 years of experience practicing in all areas of state an... |
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Partner
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Chicago
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Fred represents clients in the sale and acquisition of complex properties and develops innovative strategies to significantly minimize the real estate tax liability of pr... Fred represents clients in the sale and acquisition of complex properties a... |
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Partner
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St. Louis
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Kristen is a litigator representing corporations in sophisticated complex commercial disputes, multidistrict litigation, and class actions across the country. Kristen is a litigator representing corporations in sophisticated complex c... |
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Partner
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Washington, D.C.
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Ray is a member of the Corporate and Securities, Government Contracts and Tax practice groups. Ray is a member of the Corporate and Securities, Government Contracts and T... |
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Associate
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Chicago
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Amanda is an associate in the Firm's private client and tax practices. Amanda is an associate in the Firm's private client and tax practices. |
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Associate
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St. Louis
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Clayton is an associate in the Firm's tax and public finance practice groups. Clayton is an associate in the Firm's tax and public finance practice group... |
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