Allen Walburn has extensive experience in a broad range of taxation matters, including corporate and partnership taxation, formation and operation of hedge funds, private equity funds and real estate funds, executive compensation, equity-based compensation, inbound U.S. international tax planning, tax issues relating to bankruptcies and debt workouts, entertainment industry tax issues, real estate taxation, 1031 exchanges, REITs and property tax. 

Mr. Walburn has played a critical role in structuring numerous corporate, partnership and real estate transactions, including formations of entities, mergers and acquisitions, restructurings, venture capital investments and other related matters.

Mr. Walburn received his Bachelor of Science degree from San Diego State University in 1982. He received his Juris Doctorate from the University of San Diego School of Law in 1994. In 1995, Mr. Walburn also received his LL.M. in Taxation from the University of San Diego. Mr. Walburn also held a license as a Certified Public Accountant (inactive) in California beginning in 1985.

Representative Matters in Mergers, Acquisitions, Formations and Restructurings

  • Publicly Traded and Privately Held Companies. Represented clients (both publicly traded and privately held) in numerous complex corporate and partnership mergers and asset and stock acquisitions, including structuring the transactions, tax due diligence, tax planning, negotiating the tax-related provisions of the acquisition agreements, analysis and implementation of Section 336(e) and 338(h)(10) elections, planning for preservation of target company’s net operating losses under Section 382, and handling stock options and other equity-based in awards in acquisitions.
  • Partnerships, Limited Liability Companies and Corporations.  Represented numerous partnerships, limited liability companies and corporations in formation, reorganization, restructuring and dissolution.  Also advised clients on tax consequences of such transactions.
  • Built-In Gains Tax.  Represented client on complex S corporation built-in gains tax issues in connection with proposed sale of large real estate project.
  • Start Ups/Privately Held Companies.  Represented start ups and other privately held companies on tax consequences of investment in business by institutional investors and venture investors.
  • Entertainment Industry.  Represented clients on tax consequences of investments in copyright and profit participation interests in major motion pictures and television series.

Representative Matters in International Taxation

  • International Companies. Represented clients on U.S. tax consequences of several transactions involving investments in U.S. businesses, real estate and other types of investments by foreign persons.
  • International Individual.  Represented non U.S. individual client in obtaining reduction of nearly $1 million dollars in U.S. taxes, penalties and interest assessed against client.

Publications

  • New Tax Laws Likely to Increase HNW Investment in Real Estate, National Real Estate Investor, January 24, 2018.
  • Inside the Minds:  Current Trends in LLC and Partnership Tax Planning, ATRA and ACA Complicate Partnership Tax Planning, May 1, 2014.
  • Self-Study Article: A Primer on Passive Foreign Investment Companies and Comparison to Controlled Foreign CorporationsCalifornia Tax Lawyer, September 1, 2013. (Co-Author)
  • Repositioning Real Estate Ownership in a Down Market, California Real Estate Journal,  November 3, 2008 (co-authored with Michael B. Pruter).
  • An Analysis of the Final GST Regulataions: Certain Planning Issues Still Remain, Tax Management (BNA) Estate Gifts and Trusts Journal, November 14, 1996 (Co-Author).

 


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