Stephen serves as Counsel to the Firm in Stoll Keenon Ogden’s Louisville office and has been with SKO for more than 10 years. He contributes to the Tax practice and also the Business Services practice with a focus on Health Care.
Tax: Working with clients ranging from individual persons to publicly traded companies, Stephen offers his expertise in matters concerning all areas of taxation, including corporate and personal income tax, wage assessments, excise tax and property tax as well as tax exemptions, credits and tax-related issues. Involved in all aspects of local, state and federal taxation, Stephen has extensive experience in complex tax planning, audit defense and tax controversies. He has represented clients before state revenue agencies, the IRS, and state and federal courts. He has significant expertise in tax-motivated transactions and the negotiation and implementation of tax incentives, including like-kind exchanges, corporate income tax credits, property tax abatements, New Markets Tax Credit Program and Historic Rehabilitation Tax Credit.
Health Care: Stephen represents providers from both nonprofit and for-profit organizations in various general business matters, such as employment matters, practice sales, mergers and acquisitions, and separations. He supports his clients in regulatory matters by applying for and challenging Kentucky Certificates of Need and other licensure requirements and assisting in Medicare and Medicaid audits and reimbursement disputes. He also advises on compliance with state and federal laws, including the Stark Law, Anti-Kickback Statute and False Claims Act.
Business Services: Stephen’s proficiency in tax law, along with his knowledge of business concerns, including the unique challenges faced by health care systems, makes him a valuable asset to clients involved in business activities spanning from mergers and acquisitions to contract negotiations.
Represented two major ophthalmology practices in the sale of their Kentucky and Indiana-based practices and associated ambulatory surgery centers to another business based in Missouri. The first $33 million transaction was structured as an asset purchase and the Second $30 million transition was structured as a stock purchase.
Represented two major ophthalmology practices in the sale of their Kentucky and Indiana-based practices and associated ambulatory surgery centers to another business based in Missouri. The first $33 million transaction was structured as an asset purchase and the second $30 million transition was structured as a stock purchase.
Stoll Keenon Ogden represented a major healthcare services entity, its affiliated upstream and sister companies, its owners and its founding management team in comprehensive reorganization, refinancing and acquisition transactions totaling more than $300 million. The matters resulted in the closing of a senior secured term loan and revolving credit facilities secured by owned senior care facilities in four states with a 9-member syndicate of commercial banks; the requisition of waivers, consents and estoppels from various property lessors on leased senior care facilities in four states; restructuring of upstream holding companies and combination of two upstream ownership groups and boards of managers; the creation of a management company; the introduction of healthcare facility management agreements; the migration of payroll and benefits for more than 7,000 employees; the related restructuring of multiple lease and debt financing and supplier relationships; the creation and reorganization of multiple SPE organizations accompanied by extensive non-consolidation analysis and issuance of a substantive non-consolidation opinion to the lending syndicate; the exercise of purchase option and acquisition of multiple senior care facilities; the contribution of additional equity capital from the client’s majority owners; and the amendment and restructuring of multiple Master Lease and inter-creditor agreements.
Presentation to Kentucky Investors and Developers, Overview of Federal Opportunity Zone
Presentation to the Kentucky Association of Manufacturers, Annual Business Briefing, Tax
Incentives for Manufacturers, 2017
Presentation to MainSource Bank, Kentucky State Tax Incentives, 2017
Tax Incentives for Manufacturers, Kentucky Association of Manufacturers Business Briefing,
Presentation to Council on State Taxation, Mid-West Regional State Tax Seminar, Special
Report: State Tax Issues Related to IRC 385 Regulations and State Tax Haven Legislation,
Presentation to Stock Yards Bank & Trust Company, Kentucky State Tax Incentives, 2016
Sales and Use Tax in Kentucky, National Business Institute, 2015