Adam C. Kobos

Experience

Adam Kobos is a partner whose practice encompasses a wide array of federal income tax and state and local tax issues, including:

• Taxable and tax-free corporate mergers and acquisitions;
• Transactions involving partnerships, S corporations, limited liability companies and other pass-through entities;
• Tax aspects of compensation arrangements, including stock options, restricted stock, and bonus plans;
• Debt and equity offerings and other financial transactions;
• Tax controversy matters; and
• State and local tax aspects of transactions.

Adam regularly represents clients who develop or invest in renewable energy projects, including wind, solar, biomass, hydroelectric and other renewable energy generation facilities and biofuel production facilities. His renewable energy practice focuses on federal, state and local tax incentives and transaction structures that enable both developers and investors to maximize the value of those incentives.

Representative Work

Federal

• Advised ethanol producer concerning the federal income tax aspects of its combination with public company.
• Advised controlling owner of a large beef processing company concerning the federal income tax aspects of the sale of ownership interests to a foreign public company.
• Advised public company concerning the federal income tax aspects of the issuance of convertible notes and the undertaking of related call spread transactions.
• Advised outdoor apparel and accessories manufacturer concerning the federal income tax aspects of the sale of its business.
• Represented global natural and specialty foods company concerning the federal income tax aspects of acquisition of sunflower seed processor and supplier.

Renewable Energy

• Represented solar developer in negotiation of tax aspects of sale-leaseback facility.
• Advised financial consulting firm concerning federal and state tax aspects of development of financial structures for NREL's System Advisor Model.
• Advised developers regarding tax aspects of development, operation and sale of Washington and Nebraska wind energy projects.
• Advised developers regarding tax incentives and issues relating to partnership flip and leasing structures for Oregon, California and Colorado solar projects.
• Advised developers regarding tax aspects of development and operation of anaerobic digestion and other waste-to-energy projects.
• Advised paper manufacturer regarding alternative fuel mixture credits.
• Advised developer regarding Washington tax issues relating to hydroelectric project.

State and Local

• Represented several wind and biomass developers obtaining property tax incentives under the Oregon Strategic Investment Program.
• Advised asset manager concerning the Washington transfer tax aspects of its acquisition of multibillion-dollar timber company and subsequent restructuring transactions.
• Represented natural gas exploration company in connection with favorable ruling from the Washington Department of Revenue concerning sales tax aspects of natural gas drilling activities.

Professional Honors & Activities

• Member, American Bar Association, Tax Section
• Member, Oregon State Bar Association, Tax Section

Civic Activities

• Member, Board of Directors, Lan Su Chinese Garden

Publications

• "Recent Developments in the Taxation of Transferable State Tax Credits," Journal of Corporate Taxation, July/Aug. 2011
• "IRS Issues Settlement Guidelines for Application of Section 118 to Location Tax Incentives," Journal of Corporate Taxation, May/June 2011
• "Tax Issues," The Law of Marine and Hydrokinetic Energy: A Guide to Business and Legal Issues, Stoel Rives LLP, 2011 (formerly The Law of Ocean and Tidal Energy)
• "Bosamia: The Tax Court Revisits Section 481 and Accounting Method Changes," Journal of Corporate Taxation, Mar./Apr. 2011
• "Bergbauer Expands the Danielson Rule While Narrowing Section 83," Journal of Corporate Taxation, Sept./Oct. 2010
• "Rev. Rul. 2009-39 Provides Guidance for Correcting Employment Tax Errors," Journal of Corporate Taxation, May/June 2010
• "Schering-Plough Corp. Creates Confusion," Journal of Corporate Taxation, Jan./Feb. 2010
• "ARRA Alters the Landscape of Renewable Energy Project Finance," Journal of Corporate Taxation, Nov./Dec. 2009
• "Proposed Regulations Extend 'Share-by-Share Approach' to Basis Recovery in Distributions," Journal of Corporate Taxation, May/June 2009
• "Final Regs. Simplify Continuity-of-Interest Rule for Insolvent Corporations," Journal of Corporate Taxation, Mar./Apr. 2009
• "Renewable Energy Aspects of the American Recovery and Reinvestment Act" (coauthor), Biofuels International, Mar. 26, 2009
• "Rev. Rul. 2008-25 Refines (and Revises) the Law of Two-Step Acquisitions," Journal of Corporate Taxation, Sept./Oct. 2008
• "Federal Tax Incentives for Green Buildings" (coauthor), Sustainable Land Development Today, July/Aug. 2008
• "Final Regulations Concerning Allocations of Boot and Basis in Reorganizations and Section 355 Distributions," Journal of Corporate Taxation, May/June 2008

Education

• Stanford Law School, J.D., 2002
  Order of the Coif
• Harvard University, A.M., 1998
• Amherst College, A.B., 1995, summa cum laude
  Phi Beta Kappa

Admissions

• Oregon
• California
• U.S. Tax Court

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