Scott M. Sontag

A partner in the Tax Department, Scott M. Sontag is experienced in international and domestic transactions, including structuring and negotiating complex merger and acquisition transactions for public companies and private equity funds and their portfolio companies. In addition, Scott advises clients extensively on transactions involving the formation and acquisition of real estate investment trusts (REITs) and on real estate acquisitions, dispositions and restructurings.

Experience

Scott's experience includes his representation of:

• American Realty Capital Trust III, a publicly registered, non-traded real estate investment program, in its $2.2 billion acquisition by American Realty Capital Properties, a publicly traded real estate investment trust;
• Apple, a member of Rockstar Bidco, a consortium whose members also include EMC Corp., LM Ericsson, Microsoft, Research In Motion and Sony, in the winning $4.5 billion section 363 auction bid for a portfolio of 6,000 patents and patent applications of bankrupt Nortel Networks, which cover a range of wired, wireless and digital communication technologies;
• Avista Capital Partners, as co-investor with Nordic Capital, in the $4.1 billion acquisition of ConvaTec, a business unit of Bristol-Myers Squibb Company;
• Berkshire Partners in its investment in Canada-based Farm Boy, a food retailer with private label products and 13 stores in the Greater Ottawa, Cornwall and Kingston regions;
• Brookfield Asset Management in the $866 million acquisition by BSREP Industrial, L.P. (a Brookfield fund) of Verde Realty, a Houston-based real estate investment trust focused on industrial distribution properties;
• The Carlyle Group in its investment in Bonotel Exclusive Travel, a luxury inbound tour operator;
• Extended Stay Hotels, the largest owner of mid-priced extended stay hotels with over 680 hotels across 44 states and 2 Canadian provinces, in its $3.925 billion Chapter 11 sale to a group comprising Centerbridge Partners, Paulson & Co. and Blackstone Real Estate Associates VI;
• General Growth Properties (GGP)  in several transactions related to its emergence from bankruptcy, including:
  • a $2.3 billion common stock offering that was unique in that it involved an SEC-registered public equity offering conducted during the pendency of a chapter 11 case;
  • a "resale shelf" registration to enable plan sponsors to freely sell shares of its stock subscribed for in the plan; and
  • representation of The Howard Hughes Corporation (THHC), a new entity created to hold GGP's portfolio of master planned communities and other strategic real estate development opportunities, in its spin-off from GGP as part of GGP's plan of reorganization.
• HMT (a portfolio company of Berkshire Partners), a provider of aboveground storage tank maintenance products and services, in its sale of Enardo, a developer and manufacturer of vapor control equipment, to Emerson Electric, a publicly traded diversified technology company;
• Lehman Brothers in the sale of its entire stake in Archstone, its single largest asset valued at more than $16 billion, a privately held owner, operator and developer of multifamily apartment properties, to real estate investment trusts Equity Residential and AvalonBay Communities, Inc., both publicly traded real estate enterprises focused on multifamily properties in the U.S.;
• Providence Equity Partners in $330 million first and second lien credit facilities to finance its acquisition of Learfield Communications, a manager of the multimedia rights for collegiate institutions and associations in the U.S.; and
• Thomas H. Lee Partners in its secondary buyout of computer hardware maintenance firm Systems Maintenance Services Holding from the Frontenac Company.

Scott is recognized as a leading lawyer by Chambers USA and Legal 500 and has been named among the leading Bankruptcy Tax Specialists in the nation's major law firms by Turnarounds and Workouts magazine. In 2013, he was named as one of five "MVPs" in the tax category by Law360 in its annual ranking of law firm partners who have demonstrated "exceptional work in transactions." Scott was selected by Investment Dealer's Digest for its annual "40 Under 40" list of the top up-and-coming professionals in the finance industry.

Scott is a Certified Public Accountant (CPA).

Practices

• Tax
• Corporate
  

Education

• J.D., New York University School of Law, 1997
• B.B.A., University of Michigan - Ross School of Business Administration, 1993

Bar Admissions

• New York

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