Ranking among the leading advisors in domestic and international tax, Shearman & Sterling’s Tax practice plays an integral role in the firm’s corporate and cross-border practice and provides tax capability in France, Germany, the United Kingdom and the United States. Clients regularly entrust us with their most complex and strategic tax matters, resulting in our involvement in ground breaking transactions throughout the world. We also advise clients with respect to a full range of tax controversies and disputes.

The combination of our extensive experience and global presence enables us to provide clients with swift, coordinated and effective advice on a variety of tax issues in multiple jurisdictions. By establishing a wide base of technical knowledge, experience and understanding of each client’s needs, we advise clients on their most critical tax matters, including reducing overall tax costs and developing tax-efficient investment and operating structures. Our clients rely on our tax planning at every stage of a transaction, from early planning to successful conclusion, and recognize and appreciate our creativity in solving complex tax issues, both local and cross-border.

Our capabilities include:

Mergers and Acquisitions, Spin-offs and Joint Ventures: We guide our clients through all types of U.S. and cross-border transactions including mergers and acquisitions, spin-offs, joint ventures and dispositions.

Equity Offerings and Debt Financings: Advising many of the world's leading corporations and financial institutions, we successfully help clients navigate through offerings in multiple jurisdictions.

Financial Products and Derivatives: We are active in the development of financial transactions, including hybrid securities and complex securitizations.

Private Equity Transactions, Including Take-Private Transactions: Clients turn to us for assistance in structuring and executing private equity acquisition transactions, including taking into account fund issues, as well as management or shareholder take-private transactions.

Debt-Equity Swaps, Recapitalizations, Restructurings and Distressed Loan Transactions: We represent entities and financial institutions and other investors in transactions involving workouts and other recapitalization and refinancing transactions.

International Tax Structuring: Multinational clients rely on us to help structure their global operations in a tax-efficient manner, taking into account the tax and other rules of multiple jurisdictions.

Real Estate and REITs: We advise clients in real estate transactions, including uses of public and private REITs, as well as planning for investing in U.S. real property by non-U.S. investors.

Tax Controversy and Litigation: We advise clients on disputes with the Internal Revenue Service, both before the agency and in court.

Upstream/Midstream Oil & Gas Tax: We represent independent oil and gas exploration and production companies, midstream oil and gas infrastructure developers, and energy-sector private equity firms on tax matters concerning the acquisition, development, and divestiture of oil and gas interests and midstream infrastructure assets.

• AmeriGas Partners, L.P. | in its acquisition of the propane operations of Energy Transfer Partners L.P.
  
• ArcelorMittal | in the sale of Skyline Steel LLC to Nucor Corporation.
  
• Deere & Company | on the restructuring of its foreign operations.
  
• Dow Chemical Company | on structuring a $20 billion joint venture with Saudi Aramco.
• Synthes, Inc. | a premier global manufacturer of orthopaedic devices, in its acquisition by Johnson & Johnson, the world’s most comprehensive and broadly based manufacturer of health care products, in a transaction valued at $21.3 billion.
  
• Ford Motor Company | in a case involving whether bonuses paid to UAW members to secure ratification of a collective bargaining agreement are “wages” for FICA and FUTA withholding purposes. This is the lead case for the domestic auto makers and includes claims for UAW members as well as Ford.