Matthew Hofheimer advises clients on a broad range of issues across a variety of industries, with a particular emphasis on planning and integration in connection with mergers and acquisitions, internal reorganizations, spin-offs, restructurings of financially troubled businesses (both in and out of bankruptcy), and the preservation and utilization of tax attributes.


Mr. Hofheimer's significant representations include:

  • Atlas Resource Partners, L.P. in the first prepackaged restructuring of a publicly traded limited partnership;
  • American Capital, Ltd., in connection with its disposition of American Capital Mortgage Management and its planned acquisition by Ares Capital Corporation;
  • The WhiteWave Food Company, in connection with its planned acquisition by Danone SA;
  • Chiquita Brands International in its proposed cross-border business combination transaction with Fyffes plc and its unsolicited, but subsequently agreed upon, $1.3 billion merger with an affiliate of the Cutrale-Safra group;
  • Wisconsin Energy Corp. in its $5.7 billion acquisition of Integrys Energy Group, Inc.;
  • Exelon Corporation in its $7.9 billion acquisition and restructuring of Constellation Energy Group, Inc.;
  • Qwest Communications International Inc. in its $10.6 billion acquisition by CenturyLink, Inc.; and
  • the official committee of unsecured creditors of AMR Corporation in connection with AMR’s Chapter 11 restructuring and $11 billion combination with US Airways Group, Inc. This transaction was recognized in the Corporate & Commercial category in the Financial Times’ 2013 U.S. “Innovative Lawyers” report.

In addition, Mr. Hofheimer has advised on numerous equity and debt offerings, and has provided advice on the formation and operation of joint ventures, private equity funds, hedge funds and regulated investment companies. He also has experience advising clients on matters relating to audits and tax controversy and has represented clients before the Department of the Treasury and the Internal Revenue Service (IRS).

Mr. Hofheimer has spoken on structuring cross-border mergers, acquisitions and internal restructurings; the use of contingent consideration in M&A transactions; drafting M&A transaction agreements; and trends and patterns in IRS enforcement and their practical consequences. He also has been published in Tax Notes, Major Tax Planning and Practical International Tax Strategies.

Presentations and Seminars

  • “Documenting the Deal,” Tax Executive Institute, August 2015
  • “Contingent Consideration in M&A Transactions,” Tax Executive Institute, October 2014
  • “U.S. Controversy Developments and Implications for Substantive Tax Planning,” International Fiscal Association, August 2013
  • “Cross-Border Mergers and Acquisitions,” Networking Seminars, May 2011



  • J.D., The University of Chicago Law School, 2008
  • B.A., Vanderbilt University, 2005


  • Illinois