Michael E. Kearney

Partner

  • location icon Los Angeles, CA
    633 West 5th Street
    Los Angeles, CA 90071
  • location icon Las Vegas, NV
    6385 South Rainbow Boulevard
    Las Vegas, NV 89118

Michael Kearney is a partner in the Los Angeles and Las Vegas offices of Lewis Brisbois and a member of the Corporate, Tax, and Real Estate practices. Mr. Kearney chairs the firm’s Tax practice group, and his nationally recognized reputation and experience in taxation includes federal income taxation and state and local tax issues. Mr. Kearney's practice includes mergers and acquisition law and transactions involving the purchase, sale and refinance of businesses, hotels and casinos, ranging from $25 million to $1 billion in value.

Offices Held

Chairman, Tax Section, State Bar of Nevada

Published Opinions

  • Baxter v. U.S., 633 F. Supp. 912
  • Stieha v. U.S., 89 T.C. 784

Publications

  • "Tax Traps at the Border," Los Angeles Daily Journal, April 15, 2013
  • "Private Equity's Vegas Vacation," Law 360, October 20, 2011
  • "Gaming Bankruptcies Don’t Miss the Tax Benefits in Debt for Equity Exchanges," Nevada Gaming Lawyer, September 2011
  • "The United States Tax Court – The Article III Court," Communiqué, June/July 2010
  • "Cancellation of Indebtedness Income and Related Bad Debt Deduction," Communiqué, March 2010

Representative Transactions

  • Buyer’s counsel– $75,000,000 purchase of riverboat casino
  • Buyer’s counsel to private equity group - $125,000,000 purchase of slot route
  • Borrower’s counsel to hotel company - $115,000,000 senior secured credit facility
  • Borrower’s counsel to hotel casino - $50,000,000 subordinated notes offering
  • Buyer’s counsel to national homebuilder - $65,000,000 purchase of local homebuilder
  • Buyer’s counsel to national homebuilder - $300,000,000 purchase of local homebuilder
  • Buyer’s counsel to national homebuilder- $150,000,000 purchase of homebuilder
  • Issuer’s counsel to hotel casino company- $85,000,000 private equity investment by PE fund
  • Borrower’s counsel to hotel casino company- $300,000,000 secured credit facility
  • Issuer’s counsel to private gaming machine manufacturer- $45,000,000 equity investment by game manufacturer
  • Buyer’s counsel to private equity group - $25,000,000 purchase of hotel
  • Counsel to purchaser - $25,000,000 purchase of stock in casino
  • Counsel to institutional investor - gaming institutional investor waiver
  • Initial Purchasers’ local counsel -  $1,600,000,000 Senior Secured Notes Offering- City Center hotel and casino
  • Gaming Counsel to bank syndicate - $158,000,000 credit agreement restructuring of hotel-casino company
  • Seller's counsel to medical group - $30,000,000 sale to ACO
  • Buyer's counsel - $24,000,000 hotel - Santa Barbara

Community Activities

Mr. Kearney is tax counsel to numerous non-profit organizations, including chambers of commerce, children's charities, cooperative associations, and social welfare organizations. 

Personal Statement

Mr. Kearney enjoys training and competing in triathlons in his spare time.

Professional Presentations

  • "2013 Legislative Developments", Nevada State Bar 2013 Annual Convention
  • "Partnership Tax Developments", Nevada Society of CPAs, Hawaiian Association of Public Accountants
  • "State Tax Developments", Hawaiian Association of Public Accountants
  • "State Taxes – Pecking at the Margins" State Bar of Nevada
  • "The Top 10 State and Federal Tax Traps", Association of Corporate Counsel, Las Vegas Chapter
  • "Criminal Tax Issues ", Nevada Society of Certified Public Accountants
  • "Section 1031 Exchanges", National Business Institute
  • "Choice of Entity", Construction Financial Management Association
  • "Structuring Gaming Ventures", Gaming Financial Management Association
  • "Nevada Sales and Use Tax", National Business Institute
  • "State Gaming Regulation of Partnership and LLCs", CCH Ninth Annual Partnership Tax Planning Forum
  • "Drafting LC Operating Agreements", National Business Institute
  • "Tax Issues in Foreclosure and Bankruptcy", Southwest Tax Conference

Admissions

Nevada

California

U.S. Tax Court

U.S. District Court, Nevada

U.S. Court of Appeals, Ninth Circuit

Nevada Gaming Control Board

Associations

  • State Bar of Nevada
  • The State Bar of California
  • International Association of Gaming Attorneys

Awards & Honors

  • Best Lawyers in America – Mergers and Acquisitions Law, 2013-2017
  • AV Peer Review Rating, Martindale Hubbell

Education

University of Santa Clara School of Law

Juris Doctor

New York University School of Law

Master of Laws in Taxation

University of Nevada, Reno

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