Biography

Nate Smithson is a transactional tax attorney at Jackson Walker with a focus on federal income tax planning for corporations, partnerships and limited liability companies. Nate assists some of the largest businesses in the country, including private equity backed and complex closely held companies, in finding the most tax advantageous methods for both building and growing their businesses and compensating their key employees.  Such planning and structuring includes advice on a variety of legal matters, including formations, acquisitions, roll-ups, divisions, taxable and tax-free reorganizations, and in certain situations, the use of IC DISCs.  Nate has worked closely with clients to revisit their tax structures following the recent enactment of the Tax Cuts and Jobs Act and to revise partnerships and LLC agreements to reflect the newly effective partnership audit rules.

Nate is also frequently engaged to structure executive compensation arrangements for clients, with a specific focus on drafting and negotiating partnership equity and phantom equity compensation plans, including the use of “profits interest” or “carried interest” arrangements, and stock option plans.

Practice Experience

  • Drafting and negotiating complex private equity transaction agreements and providing advice on efficient tax structuring.
  • Extensive planning for private equity investment in portfolio companies, including advice relating to alternative and parallel investment vehicle holding structures and complex stock and asset acquisitions.
  • Assisting clients with federal excise tax planning and filing.
  • Planning with respect to elections under Sections 336(e) and 338(h)(10) of the Internal Revenue Code with respect to acquisitions of S corporations.
  • Drafting and negotiation of complex equity or phantom equity incentive plans (including “profits interests” or “carried interests”).
  • Planning to maximize investors’ ability to exclude gain from the ultimate sale of qualified small business stock (QSBS).
  • Structuring joint venture investments with private investments firms and operators to develop oil and gas working interests, including the formation of oil and gas tax partnerships.
  • Planning to enable clients to maximize available deductions attributable to intangible drilling costs (IDCs).
  • Creation of interest charge domestic international sales corporations (IC DISCs) to enable US companies with international sales to mitigate the US tax burden on sales to foreign countries.
  • Outbound international tax planning, including moving businesses and business opportunities to offshore jurisdictions and ensuring the effective use of treaty jurisdictions.
  • Inbound international tax planning, including managing withholding tax rates for foreign investors through portfolio interest or the usage of blocker entities.
  • Providing support for tax-deferred transactions, including like-kind exchanges.
  • Structuring transactions to most effectively use the credits and grants available with respect to renewable energy transactions, including with respect to the creation of wind farms, management of solar panel-based communities, and the manufacture and sale of biodiesel and similar fuels.

News & Events

  • Attorney News

    ‘D Magazine’ Lists 33 Jackson Walker Attorneys Among Best Lawyers in Dallas

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  • Publication

    Nate Smithson Provides an Update on Tax Reform

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  • Publication

    Tax Deductions are Available for Taxpayers with Hurricane Harvey-Related Damage and Loss

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  • Publication

    The IRS Has Extended Tax Deadlines for Victims of Hurricane Harvey

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  • Client Results

    Jackson Walker Represents Buyer in Largest U.S. Ranch Sale of 2017

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  • Client Results

    Jackson Walker Represents Air Medical in Sale to Global Company

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  • Attorney News

    Nate Smithson Outlines Potential Tax Changes Under the New Administration

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  • Client Results

    Jackson Walker Represents Velocis in Formation of $270 Million Real Estate Private Equity Fund

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  • Attorney News

    Jackson Walker Congratulates Its 2016 Best Lawyers in Dallas

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  • Client Results

    Jackson Walker Represents Virtus in Financing and Development of Illinois Assisted Living and Memory Care Facilities

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  • Press Releases

    Jackson Walker Represents Tabernus in its Acquisition by Regenersis

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  • Client Results

    Jackson Walker Represents Prophet Equity in its Acquisition of Brown Brothers Asphalt and Concrete

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  • Client Results

    Jackson Walker Represents Fiduciary Financial Services of the Southwest in Acquisition by Wunderlich Investment Company

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  • Spotlight

    Jackson Walker Named Among 100 Best Law Firms for Female Attorneys by ‘Law360’

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  • Press Releases

    Jackson Walker Represents Kalon Biotherapeutics in Sale to Fujifilm

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  • Press Releases

    Jackson Walker Represents CommZoom Communications in $8.4 Million Equity Funding

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  • Press Releases

    Jackson Walker Represents Stratex Oil & Gas in Joint Development Agreement

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  • Press Releases

    Jackson Walker Represents Virtus in $80 Million Acquisition of Vermont Senior Living Portfolio

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  • Press Releases

    Jackson Walker Represents Scott Felder Homes in Acquisition by BR Homebuilding Group, L.P.

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  • Press Releases

    Jackson Walker Represents Prophet Equity in its Acquisition of Acton Mobile

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  • Press Releases

    Jackson Walker Energy Transaction Featured as Texas Lawyer ‘Deal of the Week’

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  • Press Releases

    Jackson Walker Represents Prophet Equity in Formation of $345 Million Private Equity Fund

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  • Press Releases

    Jackson Walker Named A Texas Powerhouse by ‘Law 360’

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  • Press Releases

    Jackson Walker Represents Slaughter and Stanley Construction in Sale to LineStar Services

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  • Press Releases

    Jackson Walker Represents Zachry Engineering Corporation in Strategic Acquisition

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  • Press Releases

    Jackson Walker Represents Virtus in Joint Venture for Development of Senior Living Facilities

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  • Press Releases

    Jackson Walker Represents Energy Startup in $500 Million Private Equity Funding

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  • Press Releases

    Jackson Walker Named a “Go-To Law Firm for the Top 500 Companies” in Litigation

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  • Press Releases

    Jackson Walker Congratulates Its 24 ‘Super Lawyers – Rising Stars’

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  • Press Releases

    Jackson Walker Represents Nationstar Mortgage Holdings Inc. in its Acquisition of Equifax Settlement Services

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  • Press Releases

    Jackson Walker Advises J.B. Poindexter on $200 Million Senior Note Offering

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