Courtney M. Wagner
Associate
Overview
Courtney M. Wagner advises private equity funds, portfolio companies, search funds, publicly and privately held companies, independent sponsors and family offices on the federal income tax aspects of complex domestic and cross-border business transactions. Based in Dallas, she helps clients across a variety of industries and markets navigate tax considerations that can shape transaction structure and business outcomes.
Courtney works with clients in connection with private equity transactions, mergers and acquisitions (M&A), divestitures, restructurings, tax-free reorganizations and spinoffs, joint ventures, investment fund formation, Section 1202 Qualified Small Business Stock (QSBS) issues and financing transactions.
In addition, Courtney advises on tax matters arising throughout the structuring, negotiation and execution of transactions, helping clients advance their strategic and deal objectives in a tax-efficient manner.
Representative Experience
- Advised a client on a $5.5 billion global development and collaboration agreement with a global healthcare company
- Advised a client on a $1.5 billion acquisition of a pet insurance company
- Counseled a client on an all-stock merger of equals, resulting in an aggregate enterprise value of $2.6 billion
- Advised a client in a $2.2 billion all-stock acquisition of an independent oil and gas company
- Advised a client in a $1 billion all-cash acquisition
- Advised a client on a $350 million acquisition of a portfolio company
- Advised a client on a strategic investment in a leading provider of solid waste hauling and industrial waste generators
- Advised a special purpose acquisition company (SPAC) on its definitive business combination with a leading provider of residential solar energy solutions
- Advised a publicly traded SPAC on its business combination with a sustainable food technology company, resulting in an enterprise value of $1.35 billion
- Advised a client on the amendment and restatement of an existing $485 million portfolio financing
- Counseled a client on a $500 million inaugural senior notes offering
- Represented a client in the sale of up to $500 million of convertible notes to a private equity platform
- Represented multiple Forbes 100 clients in connection with the formation of management companies, family offices and private investment funds, advising on related incentive equity planning for employees, direct investment planning and related income tax structuring
Credentials
- University of Notre Dame Law School, J.D., cum laude
- Texas A&M University, B.A., Political Science
- Texas
- State Bar of Texas, Tax Section
- Dean's Award of Excellence, University of Notre Dame Law School, 2019
- Dean's List, University of Notre Dame Law School, 2018