John B. Waters

John focuses his practice on business transactions and federal and state taxation. He advises for-profit businesses in health care and other fields on business formation, equity offerings, mergers, acquisitions, sales and reorganizations with the objective of maximizing tax efficiency.

John advises not-for-profit organizations in obtaining and maintaining their federal and state tax exemptions and defending such exemptions on audit. Represented charities include private foundations, medical clinics, research entities and religious organizations.

In connection with his business and transactional practice, John provides legal counsel in connection with corporations, partnerships, limited liability companies and their operative documents including, asset purchase agreements, stock purchase agreements, membership interest purchase agreements, merger agreements, equity compensation plans, shareholder agreements, operating agreements, partnership agreements, employment agreements and nonqualified deferred compensation plans.

John also advises clients on both personal and business tax issues and has represented clients in audits and other tax controversies in the U.S. Tax Court and before the IRS and State of Illinois. He has extensive experience in assisting clients with audits, tax liens and levies, trust fund recovery penalty defense, collection due process hearings, offers in compromise, installment agreements, obtaining currently not collectible status and offshore voluntary disclosures.

Experience

• Represented physicians who repurchased their practice assets from a publicly traded medical management company and formed of one of the largest medical groups in Illinois with financing in excess of $20 million
• Represented an Illinois-based multi-specialty group practice (with over 40 physicians) valued at over $16 million in connection with the sale of its assets and imaging center subsidiary to a tax-exempt hospital
• Represented a construction company in a $9.5 million sale of its business
• Represented a diagnostic product manufacturer in connection with an $8.1 million stock sale
• Represented an Illinois-based multi-specialty group practice in a $2.5 million sale of the assets of its internal medicine division to a tax-exempt hospital
• Represented an Illinois-based oncology practice in the $1 million sale of the assets of its Geneva, Illinois practice to an Illinois-based not-for-profit corporation
• Represented companies in connection with private placements of securities in multiple states
• Successfully represented officers and administrative personnel in connection with proposed assessments of trust fund recovery penalties relating to payroll taxes
• Represented clients in connection with tax free split-ups and mergers of physician and dental groups