Justin S. Cohen is an associate in the New York office of Hughes Hubbard & Reed LLP. He focuses on the tax aspects of domestic and international mergers, acquisitions, and spin-offs, aviation and equipment finance transactions, and bankruptcy and financial restructurings. He also has experience working on the tax aspects of cross-border investment structuring, private equity and hedge fund formation, corporate finances and securities offerings. Justin regularly counsels private foundations and other not-for-profit entities on a variety of compliance issues.
Member, New York State Bar Association, Section of Taxation
Former Chair, Under 10 Club, New York State Bar Association, Section of Taxation
Recipient, Presidential Volunteer Service Award, 2016
Recipient, The Legal Aid Society’s Pro Bono Publico Award, 2016
Representation of Santander Consumer USA Holdings Inc. (SC) in connection with its pending sale to parent company and majority shareholder Santander Holdings USA Inc. (SHUSA) in a $2.5 billion deal that will take the Dallas-based auto lending and consumer finance company private.
Representation of SPAC Isos Acquisition Corp., in connection with its proposed $2.6 billion IPO merger with Bowlero Corp. that will take the world’s largest owner and operator of bowling centers public.
Representation of CF Finance Acquisition Corp. V, a SPAC backed by New York investment firm Cantor Fitzgerald, in connection with a proposed $850 million IPO merger with Satellogic that will take the satellite earth imagery provider public.
Representation of Grab Holdings Inc., Southeast Asia’s leading super app, in connection with its proposed merger with Altimeter Growth Corp., a special purpose acquisition company or SPAC, that will take Grab public in what is expected to be the largest-ever U.S. equity offering by a Southeast Asian company ascribing to Grab a pro-forma equity value of approximately $39.6 billion.
Representation of British sports and fashion retailer JD Sports Fashion in connection with its acquisition of athletic footwear and apparel streetwear retailer DTLR Villa.
Representation of Wafra Capital Partners in the acquisition of EasyPay Finance, a provider of consumer installment financing for automotive services.
Representation of U.K. sports and fashion retailer JD Sports Fashion in the acquisition of U.S. athletic footwear, apparel and accessories retailers Shoe Palace and Nice Kicks.
Representation of Kensington Acquisition Corp., a special purpose acquisition company, in connection with its $3.3 billion merger with QuantumScape, an electric vehicle battery supplier backed by Volkswagen Group.
Representation of global information technology leader Infosys in its acquisition of Kaleidoscope Innovation, a full-spectrum product design, development and insights firm.
Representation of Allegiance Crane & Equipment, a construction equipment rental company, in a $65 million senior secured revolving credit facility provided by JPMorgan Chase Bank and CIBC Bank USA.
Representation of Turnitin, a subsidiary of Advance Publications, in its acquisition of online assessment platform Examsoft.
Representation of global leader in next-generation digital services and consulting Infosys in the acquisition of Blue Acorn iCi, a digital services and consulting agency.
Representation of Cenveo Inc. in the carve-out sale of its content services business to CJK Group Inc.
Representation of Citigroup Global Markets, Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and Mizuho Securities USA LLC, as the underwriting group, in a $2 billion public debt offering by ViacomCBS Inc. comprised of $1 billion in 4.2% senior notes and $1 billion in 4.95% senior notes.
Representation of Griffin Global Asset Management in connection with a $550 million dollar joint venture with Bain Capital to form an aircraft leasing company.
Representation of MUFG Union Bank as
liquidity facility provider for a $485 million asset-backed securitization
(ABS) for Irish aircraft lessor BBAM Aviation Services. Citi, Credit Suisse and Mizuho acted as joint
lead structuring agents and joint lead bookrunners for the transaction –
Horizon Aircraft Finance II (Horizon 2019-1) which is supported by a fleet of
20 narrow-body aircraft.
Representation of the underwriting group in a $2.5 billion public debt offering by ViacomCBS Inc. comprised of a 4.75% and 4.9% senior notes. The underwriting group included BofA Securities, Goldman Sachs & Co., J.P. Morgan Securities and Morgan Stanley & Co.
Representation of global information technology leader Infosys in its acquisition of Simplus, the global leader of Salesforce quote-to-cash.
Representation of BNP Paribas Securities Corp. in connection with a $189 million aircraft asset-backed securitiztion (ABS) for Vx Capital Partners, a cargo aircraft management and leasing firm.
Representation of Platinum Equity in its $1.9 billion acquisition of Wesco Aircraft.
Representation of Bank of America as facility agent, structuring agent and joint lead arranger in connection with a $300 million aircraft warehouse facility for a new join venture leasing vehicle established by Elliot Management and SkyWorks Leasing, an aircraft management services company.