Josh Prywes delivers strategic, practical, and efficient guidance on complex tax matters. He advises clients on a wide range of tax and business issues related to joint ventures, mergers, acquisitions, and restructurings, domestic and cross-border. Much of his practice involves representing investors and operators in real estate and private equity joint ventures, including matters involving partnership agreements, key employee arrangements, and development agreements. He also counsels tax-exempt organizations navigating sophisticated legal and tax challenges.

With experience spanning both private practice and Big Four accounting firms, Josh structures acquisitions, dispositions, capital raises, business separations, and other major business events with a focus on safeguarding client interests and optimizing tax outcomes. He frequently advises nonprofit founders and benefactors on the formation and operation of tax-exempt entities, and also helps tax-exempt organizations evaluate tax considerations when entering commercial joint ventures.

Josh’s clients span a wide range of industries, including strategic operators and financial investors. On the strategic side, he has experience in real estate, healthcare, manufacturing, and services. On the financial side, he routinely works with private equity funds, hedge funds, and venture capital firms across diverse industry sectors.

Representative Experience

• Advised domestic REIT in $600 million acquisition and development of mixed-use property.
• Advised domestic REIT in series of acquisitions of self-storage facilities.
• Advised joint venture of Invesco and L+M Development on $325 million acquisition of Manhattan apartment complex portfolio.
• Advised foreign REIT on structuring of joint venture investment in U.S. real property.
• Represented private equity funds in tax aspects of investment, acquisition and divestiture transactions.
• Represented private equity fund in acquisition of industrial and environmental services company.
• Advised private equity fund in acquisition and restructuring of utility construction company.
• Advised private equity funds and real estate funds on tax structuring of key executive tax-deferred equity incentive plans and structuring opportunities.
• Conducted tax planning and structuring on acquisitions of U.S. and foreign business by private equity clients.
• Conducted tax planning on inbound investments and acquisitions of U.S. real estate including advising on financing, structuring, and tax reporting.
• Negotiated and drafted company and LLC agreements for U.S. and foreign partners and shareholders including drafting of waterfall provisions, profits interests, management agreements and incentive plans.
• Wrote tax opinions regarding securitization offerings.
• Advised REITs on tax due diligence and structuring considerations of acquisitions of U.S. real estate projects.