Career
Habeeb “Hobbs” Gnaim is a Shareholder in the Firm and serves as the head of the Firm's Tax Planning & Business Transactions Group. Mr. Gnaim also serves as a member of the Firm’s Board of Directors. Mr. Gnaim focuses his practice on tax and corporate matters, including the formation, governance, reorganization and internal restructuring of corporations, partnerships and limited liability companies to achieve tax and corporate objectives.
Mr. Gnaim has significant experience in all aspects of structuring, negotiating and implementing business acquisitions and dispositions, corporate reorganizations, mergers, conversions, recapitalizations, corporate finance transactions, deferred recognition transactions, admissions of and providing equity incentives for management and key employees, as well as choice of entity considerations, and state tax planning. Mr. Gnaim also has significant experience in working with family owned or closely held businesses on the design and implementation of business succession plans or business divorce/separation matters. He also advises individuals in personal divorce matters, along with their primary divorce counsel, on tax and corporate issues that arise with the division of complex marital estates involving substantial assets and entities.
Mr. Gnaim works with individuals, business owners, executives, chief financial officers, tax directors, outside accountants, bankers, and other advisors to provide efficient solutions to tax and corporate issues that arise in the normal day to day business setting.
Mr. Gnaim is also engaged in a tax controversy practice and represents both individuals and companies in disputes with the Internal Revenue Service and state and local taxing authorities.
Publications
"Four Important Issues to Consider During a Divorce," Houston Business Journal, September 13-19, 2019
“Overlooked? During a Divorce, Don’t Forget About Tax Issues Related to Business Entities,” Bloomberg Tax and Bloomberg Tax Memorandum, September 2019
"Are there tax incentives for businesses that invest in becoming eco-friendly?," Houston Business Journal, November 28-December 4, 2008
Blog Posts
PPP Audits and Investigations Practice Client Alert - December 2020
Business and International Tax Blog, December 23, 2020
Tax Relief From The COVID-19 Pandemic
Tax Blawg, March 31, 2020
Work Highlights
Reorganizations, Restructurings and Recapitalizations:
Represented and served as lead counsel to numerous clients in various industries with the tax-free reorganization of their corporate structure. Samples of clients include: (i) oil and gas pipe supplier, (ii) leading owner and operator of convenience stores in the U.S., (iii) one of the largest architecture and engineering firms in the U.S., (iv) several significant home builders, (v) significant owner and operator of vehicle dealerships, (vi) manager of timberland and timber-related assets, (vii) one of the country's largest retailers of wireless services and related devices and equipment, (viii) privately-held insurance brokerage firm, (ix) privately owned waterworks and fire protection equipment distributor, (x) asset management/investment advisory firm, (xi) importer/exporter of tires, and (xii) supplier of water control systems
Represented and served as lead counsel to numerous clients in various industries with the recapitalization or restructuring of their corporate structure. Samples of clients include: (i) leading beverage distributor in Texas, (ii) owner and operator of movie theatres, (iii) private distributor of water treatment and air purification equipment, (iv) distributor of power generators and related equipment, and (iv) owner and operator of vehicle dealerships
Represented and served as lead counsel to publicly traded company that provides advanced drilling solutions to the energy industry with a tax-free restructuring of its U.S. corporate structure involving multiple states
Represented and served as lead counsel to numerous private companies and their owners in connection with structuring incentive arrangements with key employees and succession planning
Represented and served as lead counsel to numerous professional service firms (including law firms, accounting firms, wealth management firms and medical practices) regarding general corporate structure and operational matters
Represented and served as lead counsel to leading manufacturer of industrial water hoses with the merger/consolidation of its corporate structure
Represented Spanish parent company with structuring and completing the reorganization of its U.S. operations in multiple states
Represented significant wholesale distributor of electrical supplies with the consolidation of its corporate structure
Represented significant multinational floating production systems operator with the tax-free stock recapitalization of its U.S. subsidiary
Represented major oil and gas pipeline inspection and service provider with the tax-free reorganization of its U.S. operations
Mergers and Acquisitions:
Represented and served as lead counsel to an acquirer of a professional sports agency engaged in the business of representing professional athletes and coaches
Represented and served as lead counsel to a leading provider of wear and abrasion resistant coatings for energy and power generation applications with the sale of substantially all of its operating assets to a publicly traded diversified product manufacturer and service provider to energy, commercial and industrial markets
Represented and served as lead counsel to a health care services company with the sale of its operations to a private equity firm
Represented and served as lead counsel to a significant owner and operation of fitness gyms with a restructuring of its operations and sale to a private equity firm
Represented and served as lead counsel to an accounting firm with its expansion by acquiring other accounting firms
Represented and served as lead counsel to a producer of portable cylinder gases for the specialty gases market with the sale of its ownership interests to a multinational industrial gases company involving a Section 338(h)(10) election
Represented and served as lead counsel to one of the largest private owners and operators of convenience stores in the U.S. with the acquisition of a significant number of convenience stores and fuel supply rights from multinational oil and gas company
Represented and served as lead counsel to industry leading manufacturer of pipeline utility pig cleaners to the oil and gas industry with the sale of all its outstanding stock to a group of key employees
Represented and served as lead counsel to an acquirer of fuel supply rights from a leading private distributor of fuel products
Represented and served as lead counsel to a leading distributor of alcoholic beverages with a joint venture with competing distributor of alcoholic beverages
Represented and served as lead counsel to one of the largest private owners and operators of convenience stores in the U.S. with the sale of a significant number of convenience stores and fuel supply rights
Represented a leading private distributor of office furniture with the sale of a minority interest of its stock to key employees
Represented and served as lead counsel to an oilfield well-testing and equipment service provider with the sale of its operating assets to a strategic buyer
Represented and served as lead counsel to a leading full-service provider of broadcast advertising services for law firms with the sale of its business assets to multinational media firm
Represented and served as lead counsel to an acquirer of the operating assets from a leading provider of building or rebuilding services for mail and/or envelope inserters and related inserting equipment
Represented and served as lead counsel to a provider of well testing and wireline services to the oil and gas industry with the sale of its Middle East operations to a strategic buyer
Represented and served as lead counsel to a provider of data management and distribution services and products with the acquisition of an international manufacturer of paper handling equipment
Represented and served as lead counsel to a significant private owner and operator of convenience stores with the acquisition of a significant number of convenience stores from one of the world's largest operators, franchisors, and licensors of convenience stores
Represented and served as lead counsel to a leading independent welding supply distributor with the acquisition of assets from a competitor
Represented public Australian company in obtaining clearance from the U.S. Treasury Department's Committee on Foreign Investment in the United States for a merger with a U.S. public company
Represented a leading office furniture supplier with the acquisition of a competitor company through a merger
Represented a significant privately-held insurance brokerage firm with the sale of ownership interests to outside investors
Represented an oil and gas equipment supplier with the acquisition of a competitor company through a merger
Represented and served as lead counsel to an alcohol distributing company with the partial sale of its assets to a competitor
Represented and served as lead counsel to a significant commercial diving company with the acquisition of the operating assets of a competitor
Represented and served as lead counsel to an acquirer of the operating assets of a competitor in a pre-negotiated Section 363 purchase pursuant to Section 363 of the United States Bankruptcy Code
Represented an acquirer of the operating assets of a veterinary clinic from a competitor
Represented a privately owned insurance brokerage firm with its expansion by acquiring numerous competitors
Tax Matters:
Served as tax and corporate counsel to many high net-worth individuals with the structuring and formation of family limited partnerships and related entities