Nick Warther is a tax associate in the Chicago office of Kirkland & Ellis LLP. His practice focuses on the tax aspects of complex business transactions, including restructurings, mergers and acquisitions, joint ventures, divestitures, and fund formations.
In addition, Nick has been a leader in developing and implementing Kirkland’s use of artificial intelligence in its transactional practices.
Experience
Representative Matters
Restructurings
Representing Technicolor S.A. in its Chapter 15 proceeding, which is part of a comprehensive restructuring strategy to raise €420 million in new financing and refinance Technicolor’s existing $477.8 million and €977 million of funded debt through an accelerated financial safeguard proceeding under French law.
Representing Stage Stores, Inc. in its Chapter 11 cases.
Representing Pier 1 Imports, Inc. in its Chapter 11 cases.
Representing Windstream Holdings, Inc. in its Chapter 11 cases to restructure $5.6 billion of prepetition funded debt obligations.
Deluxe Entertainment Services Group Inc. in its prepackaged Chapter 11 cases.
Westmoreland Coal Company in its Chapter 11 cases involving both its corporate operations and the operations of its majority-held publicly-traded partnership, in a complex transaction that preserved significant tax attribute value, including through the use of Section 382(l)(5) of the Internal Revenue Code.
Cenveo, Inc. in its prepackaged Chapter 11 cases.
Ad hoc committee of second lien noteholders in the Peabody Chapter 11 restructuring (prior to Kirkland).
Acquisitions and Equity Investments
Audax Group in its acquisition of EIS, Inc.
TZP Group in its strategic investment in Dwellworks.
Numerous other representations, including of GTCR, Wind Point Partners, Audax, Sycamore Partners, and Estancia Capital Partners.
Sales
Bain Capital in the sale of Sundial Brands.
Sealed Air Corporation in its $3.2 billion carve-out sale of its Diversey Care division and the food hygiene and cleaning business within its Food Care division to Bain Capital (prior to Kirkland).
Fund Formations
Linden Capital Partners in the formation of its $1.5 billion Linden Capital Partners IV fund.
EW Healthcare Partners in the formation of its over $745 million EW Healthcare Partners Fund 2.
Ascendent Capital Partners in the formation of its over $700 million Ascendent Capital Partners III fund.
Shore Capital Partners in the formation of its $293 million Shore Capital Healthcare Partners Fund III and $148 million Shore Capital Food & Beverage Partners Fund I.
Opportunity Zones
Numerous representations in connection with investments in Opportunity Zones, including multiple sponsors in their formation of multi-asset Opportunity Zone Funds.
Financings
Fortress Investment Group in its $100 million first lien financing to Theranos, Inc. and other representations.
Clerk & Government Experience
InternThe United States Attorney’s Office, Northern District of IllinoisSummer 2014
Prior Experience
Skadden, Arps, Slate, Meagher & Flom LLP, New York, NY, Associate, 2016–2017
Skadden, Arps, Slate, Meagher & Flom LLP, New York, NY, Summer Associate, Summer 2015
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Credentials
Admissions & Qualifications
2017New York
2018Illinois
Education
Harvard Law SchoolJ.D.cum laude2016
Research Assistant, Professor Louis Kaplow
Research Assistant, Professor Steven Shavell
Columbia UniversityB.A., Statistics & Historymagna cum laude2013