Advises clients on a broad range of domestic and international tax matters, with a particular focus on the private investment funds industry.
Focuses on the formation and operation of domestic and international credit and real estate funds, as well as bankruptcy restructurings, project finance and renewable energy transactions.

Joshua advises clients in various industries on domestic and international tax matters. He focuses primarily on the organization, structuring and operation of private investment funds, including private equity funds, real estate funds, secondary funds, distressed debt funds, funds of funds and hedge funds. He has extensive experience advising credit funds on structuring inbound U.S. investments, including with respect to loan origination activities.

Joshua has substantial transactional experience in the real estate area. He regularly counsels real estate funds and other market participants on a wide array of domestic and international tax issues presented by investments in real estate, including issues raised under the real estate investment trust (REIT) rules and the Foreign Investment in Real Property Tax Act (FIRPTA) regime.

Joshua also advises creditors of bankrupt and financially troubled companies on a variety of issues, including the restructuring of debt, preservation of tax attributes and issues arising under the consolidated return regime. Additionally, he is experienced in structuring tax-driven vehicles, such as sale-leasebacks, flip partnerships, inverted leases and other structures for the acquisition and financing of renewable energy assets.

Representative Work

Represented an ad hoc group of first lien lenders of CEC Entertainment Inc. in connection with its restructuring.
Advised multiple investment funds on tax issues presented by loan origination and similar transactions, including in connection with the formation and operation of loan “seasoning” structures and treaty-based lending structures designed to accommodate the tax concerns of various investor constituencies.
Advised numerous real estate funds on a broad array of domestic and international tax issues relating to real estate investments, including issues arising under the FIRPTA and REIT rules.
Advised Energy Harbor Corp. (f.k.a. FirstEnergy Solutions Corp.) in connection with its bankruptcy proceeding, including all tax aspects of its reorganization.
Represented NRG Inc., with respect to Treasury Grant and tax matters in the financing of California Valley Solar Ranch, a $1.5-billion solar photovoltaic project supported by a Department of Energy loan guarantee.

Advised an investment fund in its acquisition of significant debt and equity positions in RCS Capital Corporation and American Realty Capital Properties, Inc.
Counseled an investment fund in its purchase of leasehold interests in wireless cell tower easements, which raised a number of complex REIT and real estate-related tax issues.
Represented a number of investment funds in connection with investments in distressed debt securities in the United States and abroad.
Advised a publicly traded company in connection with a successful private letter ruling request that involved novel consolidated return issues.
Counseled a hedge fund in connection with an investment in multiple hotel properties throughout the United States.

Education
LL.M., New York University School of Law, 2003
J.D., University of South Carolina School of Law, cum laude, 2002
B.S., University of South Carolina, summa cum laude, 1999

Bar Admissions
New York

Recognitions

The Legal 500 US, U.S. taxes: non-contentious, 2023.
Turnarounds & Workouts, Listed among Top Bankruptcy Tax Specialists, 2017-2018, 2020, 2022.

Speeches and Publications

Speaker, “Structuring Private Equity and Credit Funds,” 13th Annual London Finance and Capital Markets Conference, January 2024.
Author, “FIRPTA 5 Percent Exception Should Be Tested at the Partner Level,” Tax Notes, November 2023.
Speaker, “Trends in Private Equity & Credit Funds,” 12th Annual London Finance and Capital Markets Conference, January 2023.
Author, “Should SPACs Be Spooked By the Excise Tax on Stock Buybacks?,” Bloomberg Tax’s Tax Management Memorandum, October 2022.