Randy J. Clark

Practice Areas

Randy Clark is a partner and a member of the Tax practice group. Randy focuses his practice on US federal and international tax matters relating to taxable and tax-deferred acquisition, disposition, and restructuring transactions, as well as on income tax planning for closely-held businesses and high net worth individuals.

Beyond his primary practice of transaction tax, Randy has advised clients throughout the life cycle of their businesses, from organization through exit, liquidation, or recapitalization. Randy has substantial experience as to choice of entity issues and the resulting impact on owner and investor tax treatment, and otherwise with the tax issues related to the formation of corporations, limited liability companies, general and limited partnerships and other joint venture arrangements. In formation transactions, Randy has counseled both issuers and investors in venture capital transactions and has unique experience in healthcare transactions, including structures between management services organizations and physician practice companies.

Randy has substantial experience in the drafting and analysis of tax provisions in syndicated lending arrangements and also regularly advises on the tax considerations of raising capital through other registered and unregistered capital markets transactions. In the mezzanine finance space, Randy has advised borrowers, lenders, and co-investors on tax considerations both as a result of the financing and the impacts and exposures resulting from the underlying M&A transaction.

Randy also advises on the income tax treatment of various non-qualified deferred compensation plans and equity incentive structures. In addition to his equity incentive experience, Randy has advised sponsors, including private equity sponsors and independent sponsors, on the tax aspects of their fee and carry mechanics.

Randy also advises on the income tax treatment of various non-qualified deferred compensation plans and equity incentive structures. In addition to his equity incentive experience, Randy has advised sponsors, including private equity sponsors and independent sponsors, on the tax aspects of their fee and carry mechanics.

Publications

ConEd LILO Decision: Bad Facts, Bad Law, 138 Tax Notes 1239 (Mar. 11, 2013) (co-authored with Mark Regante)

Final Regulations Addressing the Issue Price of Debt Issued for Property and in Reopenings, ABA PUCAT Law Section, Fall Report 2012 (co-authored with Lysondra Ludwig)

Guidance Under Section 199 Regarding Telecommunications Services, ABA PUCAT Law Section, Recent Developments in Public Utility, Communications and Transportation Industries (2011)

Mayo Foundation Decision Regarding Deference for Final Treasury Regulations Under Chevron, ABA PUCAT Law Section, Recent Developments in Public Utility, Communications and Transportation Industries (2011)

Education