Stephen P.Parrinello (Steve)

Partner

New York + 1.212.326.8377

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From diligence and structuring through post-transaction integration, Steve Parrinello has more than 15 years of experience bringing creative and practical solutions to the table when helping clients navigate byzantine tax rules in some of their most complex transactions. He also regularly advises private funds and their tax-sensitive investors on matters from formation to portfolio investment structuring to exit and liquidation. He is called upon regularly by clients to answer critical tax withholding and reporting questions, as well as by the Firm's litigation lawyers on the tax consequences of judgments and settlements.

Steve's experience runs the gamut, including representations of multinational corporations in billion dollar taxable and tax-free strategic acquisitions and dispositions, long-standing representations of private equity funds that focus on middle-market equity and debt investments, and strategic joint ventures particularly in the health care industry. Steve also regularly advises some of the largest and most active sovereign wealth funds in the world on their inbound investments. And his work includes assisting tax-exempt entities on a pro bono basis to secure and maintain their tax-exempt status.

Experience

  • VSE acquires Kellstrom Aerospace Group and completes $172.5 million public offering of Common StockJones Day is advising VSE Corporation, a leading provider of aftermarket distribution and repair services, in the $200 million acquisition of Kellstrom Aerospace Group, Inc., a portfolio company of AE Industrial Partners, LP and a diversified global distributor and service provider supporting the commercial aerospace engine aftermarket.
  • Verizon agrees to $3.3 billion tower prepaid lease transaction with Vertical BridgeJones Day is advising Verizon Communications, Inc. in a prepaid lease transaction with Vertical Bridge REIT LLC. In connection with the transaction, Vertical Bridge will obtain the exclusive rights to lease, operate and manage more than 6,000 wireless communications towers across all 50 states and Washington, D.C. from subsidiaries of Verizon for a total value of approximately $3.3 billion, including certain commercial benefits. The transaction is structured as a prepaid lease with upfront proceeds of approximately $2.8 billion in cash.
  • Cushman & Wakefield sells third-party multi-site vendor managed site maintenance businessJones Day advised Cushman & Wakefield in the sale of its third-party multi-site vendor managed site maintenance business, including the sale of wholly-owned subsidiaries Cushman & Wakefield Solutions, LLC and Cushman & Wakefield Solutions Canada ULC to Vixxo, a leading facilities solutions company.
  • Engage PEO acquires SynchronyHRJones Day advised Engage PEO in the acquisition of SynchronyHR, a national PEO headquartered in St. Louis, Missouri.
  • NOVA Infrastructure sells Bold OceanJones Day advised NOVA Infrastructure in the sale of Bold Ocean, a leading U.S. Flag shipping company serving the critical transportation and logistics needs of numerous U.S. government agencies, to institutional investors advised by J.P. Morgan Global Alternatives' Global Transportation Group.
  • Atlantic Health System acquires Premier Health AssociatesJones Day advised Atlantic Health System in the acquisition of Premier Health Associates, LLC, a multi-specialty physician practice group.
  • Entravision Communications sells digital advertising representation business to Aleph GroupJones Day advised Entravision Communications Corporation in the sale of its digital advertising representation business to Aleph Group.
  • Engage PEO acquires Human Resources Inc.Jones Day advised Engage PEO in the acquisition of Human Resources Inc., a Crofton, Maryland-based PEO, serving customers in Maryland, the District of Columbia, and Northern Virginia.
  • NOVA Infrastructure Management and its affiliated funds obtain new revolving subscription facility of up to $150 millionJones Day represented NOVA Infrastructure Management, LLC and its funds, NOVA Infrastructure Fund II, L.P. and NOVA Infrastructure Fund II (Cayman), L.P. in connection with a new subscription line facility of up to $150 million with Webster Bank, N.A., as the sole lender.
  • Range Media Partners secures minority investment from Liberty Global, Wildcat Capital, and Playground ProductionsJones Day advised Range Media Partners in its minority investment from Liberty Global, Wildcat Capital, and Playground Productions.
  • VSE Corporation acquires Turbine Controls, Inc.Jones Day advised VSE Corporation in the $120 million acquisition of Turbine Controls, Inc., a provider of maintenance, repair and overhaul (MRO) support services for complex engine components, as well as engine and airframe accessories, across commercial and military applications.
  • TopBuild attempts to acquire Specialty Products & InsulationJones Day advised TopBuild Corp. (NSYE: BLD) in its attempted acquisition of Specialty Products & Insulation from private equity firm Incline Equity Partners in an all-cash transaction valued at $960 million.
  • NOVA Infrastructure Management, LLC and affiliated funds obtain new $25 million subscription facilityJones Day represented NOVA Infrastructure Management, LLC and its fund NOVA Infrastructure Fund I, L.P. (“NOVA I”) in the refinancing of NOVA I's existing subscription line facility.
  • J.F. Lehman & Company acquires Mission MicrowaveJones Day advised J.F. Lehman & Company in the acquisition and financing of all of the outstanding membership interests of Mission Microwave Technologies, LLC, a revolutionary designer of radio frequency and microwave electronics supporting ground-based, airborne and space-based applications.
  • VSE Corporation sells Federal and Defense Services operating assetsJones Day advised VSE Corporation in the sale of substantially all of its Federal and Defense Services operating assets.
  • Shiseido Americas acquires Dr. Dennis Gross Skincare for $450 millionJones Day advised Shiseido Americas Corporation, a subsidiary of Shiseido Co., Ltd., in the acquisition of DDG Skincare Holdings LLC, the owner of Dr. Dennis Gross Skincare, for $450 million in cash.
  • SingTel sells Trustwave to The Chertoff GroupJones Day represented Singapore Telecommunications Limited, southeast Asia’s largest telecommunications company, in the sale of Trustwave, a cyber security and managed security services business, to funds affiliated with The Chertoff Group for $205 million. In connection with the sale of Trustwave, Jones Day represented SingTel, as lender, in connection with a unique $195 million senior secured term loan and $40 million unsecured multiple draw term loan facility provided to Trustwave.
  • Creed sold to Kering BeautéJones Day advised the management shareholders of Creed in the sale of Creed, the largest global independent player in the high-end fragrance market, to Kering Beauté, a global Luxury group.
  • J.F. Lehman completes financing in connection with its $1.2 billion take-private acquisition of Heritage-Crystal Clean, Inc.Jones Day represented J.F. Lehman & Company, a leading private equity investment firm focused on the aerospace, defense, maritime, and environmental sectors, in connection with a syndicated senior secured credit facility financing its approximately $1.2 billion take-private acquisition of Heritage-Crystal Clean, Inc. (NASDAQ: HCCI), a leading provider of parts cleaning, used oil re-refining, hazardous and non-hazardous waste disposal, emergency and spill response, and industrial and field services to vehicle maintenance businesses, manufacturers and other industrial businesses, as well as utilities and governmental entities.
  • VSE acquires assets and license from HoneywellJones Day advised VSE Corporation in the $105 million asset purchase and perpetual license agreement to manufacture and support certain of Honeywell International’s fuel control systems on four key engine platforms.
    • View All

    September 2020 Commentary

    Presidential Memorandum and IRS Notice 2020-65 Defer Employee Payroll Taxes

    August 2020 Alert

    U.S. Treasury Department Releases Proposed Carried Interest Regulations

    May 2020 White Paper

    A Guide to Navigating the COVID-19 Crisis for Institutions of Higher Education

    September 2019 Alert

    New Immediate Expensing Regulations Present Opportunities and Questions

    August 2018 Alert

    Proposed Treasury Regulations Provide Details on Tax Reform's Passthrough Deduction

    Additional Speaking Engagements

    • June 2015
      Mergers & Acquisitions: Dissecting the Purchase Agreement and Tracking Due Diligence, 2015 Tax Executive Institute Region III Conference, Foxwoods Resort and Casino

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