is a partner in O’Melveny’s Newport Beach office and a member of the Tax Practice. Winston’s practice covers a broad range of federal income tax matters, with particular emphasis on partnerships and joint ventures; corporate debt, derivatives and other financial instruments; corporate mergers and acquisitions; REITs and real estate; energy; and general business tax planning. Winston has also advised clients in connection with securities, financing, and restructuring matters; film financings; tax-exempt structuring; and life settlements, among other transactions.
Prior to joining O’Melveny, Winston was a senior auditor with a Big Six public accounting firm.
Illustrative Professional Experience
- Represented public energy company in US$2 billion sale of one of its operating subsidiaries to a public utility
- Represented independent power producer in joint ventures to develop tax credit renewable energy projects
- Represented tax equity investor in its investment into a solar joint venture
- Represented private equity firm in various acquisitions and dispositions of portfolio companies
- Represented public shopping mall REIT in US$2 billion acquisition of a private REIT and operating partnership in a complex “downREIT” transaction
- Represented financial services company in its conversion into a REIT, US$800 million IPO, termination of convertible debt and related swaps, and litigation with the IRS
- Represented financing arm of major automobile manufacturer in issuing structured currency and commodity-linked notes and swaps
- Represented real estate investment advisors acting on behalf of CalPERS in investments into commercial real estate joint ventures
- Represented a major investment bank in developing a new credit-linked financial product Represented a leading life settlements firm in development of retail insurance product and total return swaps
- Represented a major manufacturer of gaming equipment in its issuances of contingent debt and convertible debt instruments, along with related swap transactions
- Represented a nursing home REIT with respect to acquisition of C corporation, issuances of equity and debt securities, and general tax compliance.
Certified Public Accountant,
American Bar Association, Section of Taxation; National Association of Bond Lawyers Author,
“Comments on Proposed Partnership Equity Regulations,” Tax Notes Today
, 2006 TNT 133-56