Alan F. Kornstein | McCarter & English, LLP

Alan helps business owners, in-house counsel, accountants and others take advantage of tax opportunities and avoid common tax traps.

Alan Kornstein concentrates his practice in tax planning and tax disputes involving complex commercial and personal transactions. He regularly advises clients on the organization and operation of business and investment entities, mergers and acquisitions, business restructurings, tax-free reorganizations, real estate transactions and insolvency situations. He also represents individuals, partnerships and corporations involved in tax disputes with the Internal Revenue Service and the New Jersey Division of Taxation.

Alan has extensive experience in tax planning for a wide range of business and investment transactions involving partnerships, LLCs and closely-held corporations, including the structuring, negotiation and drafting of partnership agreements, LLC operating agreements, equity-raising transactions, buy/sell agreements, and other exit strategies. He also advises clients on tax-efficient settlement alternatives for commercial and personal disputes, including business divorces and matrimonial situations.

Alan is well-versed in issues related to the Tax Cuts and Jobs Act. In particular, he is a go-to resource for developers, investors, and property owners on tax incentives and deal structure considerations related to the federal Qualified Opportunity Zone (QOZ) program.

Alan is a frequent speaker at seminars and conferences on tax-related topics. He is an adjunct professor at Rutgers Business School, teaching “Corporate Income Tax Basics” to MBA candidates in the business school’s Professional Accounting Program.

Represented a global manufacturer in the environmental aspects of its acquisition of certain assets of another manufacturer’s industrial campus located in Tennessee. The representation included assisting the client with environmental due diligence, negotiating environmental provisions of the purchase agreement, handling permit transfers, and evaluating and managing environmental contamination at multiple locations.

Represented privately owned commercial real estate investor, owner, and operator The Birch Group in acquiring four Class A office buildings totaling more than 840,000-square-feet of space in Short Hills, New Jersey for $255 million. Our work included negotiating three ground leases with an investor as ground lessor to provide a portion of the capital for the acquisition.

Represented this community savings bank in all corporate matters, including its merger with Hanover Bank.

Represented a bulk liquid storage company in acquiring a co-generation facility and in negotiating a related lease termination and steam power agreement termination near one of the company sites.

Advised this New Jersey–based bank in various regulatory matters and, in particular, the acquisition of Gold Coast Bank and the acquisition of the NJ and Pennsylvania branch operations of Berkshire Bank.

Supported technology licensing from government lab on behalf of analytical instrument start-up.

Served as Delaware counsel to a multinational independent investment bank and financial services company with over $500 billion in AUM in its acquisition of a large integrated waste company. This deal was valued over $600 million.

Represented a property management company in the sale of three apartment complexes in New Jersey and subsequent like-kind exchange acquisitions of 10 restaurants and retail stores in California, Florida, Missouri, Ohio, Oklahoma, Oregon, South Carolina, and Texas using proceeds from the sales of the apartment complexes.

Represented the managing directors of PFM’s financial advisory business in connection with the closing of U.S. Bank’s acquisition of PFM’s asset management business and the spin-off of PFM’s financial advisory business to an entity owned by the managing directors of the same business. PFM is now a Philadelphia-based firm that focuses on financial advisory and consulting services within the public and non-profit sector.

Represented Rutgers, The State University of New Jersey in the sale of all of the assets of Rutgers’ RUCDR Infinite Biologics lab (which created the COVID-19 saliva test) for approximately $45 million, following approval from the National Institute of Health and the FDA.

Represented PM Legal, LLC of New York and E-Law, LLC of New Jersey and their members in their sale to a portfolio company of Lexitas, a national legal support services company headquartered in Houston, Texas. PM Legal provides process service, investigations and other court services in New York and New Jersey, and E-Law offers electronic calendar tracking of New York and New Jersey cases.

Represented an educational resource catalog company in connection with its sale to a national distributor of a wide range of products to schools, hospitals, camps, and recreation facilities.

Handled the sale of UBS AG’s more than 765,000-square-foot office complex in Stamford, Connecticut.

Represented the part owner of a highly successful multi-generational family-owned manufacturing company in a shareholder dispute, successfully negotiating the acquisition of 100% of the shares of the company for our client.

Represented REACH Riverside Development Corporation in connection with the multifaceted redevelopment—modeled on the holistic community redevelopment principles of the nationally renowned Purpose Built Communities network—of Northeast Wilmington, Delaware’s Riverside neighborhood.

Represented Transfix, a digital freight management and logistics company, in the sale of its freight brokerage business to strategic buyer NFI Industries. Transfix will now operate as a technology developer and supplier offering its proprietary transportation management system and other logistics software.

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