Teresa A.Maloney (Terry)

Partner

San Francisco + 1.415.875.5789

Terry Maloney has more than 30 years of experience advising a broad array of clients on complex federal income tax issues. She has in-depth experience representing sovereign wealth funds (SWFs) and has represented SWFs in billions of dollars of investments in U.S. assets, including investments in stocks, securities, private equity funds, real estate funds, lending funds, and other types of assets. Terry has handled transactions for foreign and domestic clients in a wide range of areas, including private equity, M&A, real estate investments trusts (REITs), and partnerships, with particular emphasis on planning for inbound investment in U.S. real estate.

Terry's experience in the past year illustrates the scope of her practice. In addition to representing foreign governments and foreign pensions in U.S. investments, she has assisted with the formation of real estate funds and REITs, provided tax advice to sponsors of private equity funds, and worked on a number of public offerings of a REIT securities. Terry has also formed credit funds, counseled tax-exempt clients in acquisitions in the health care industry, and worked with mortgage REITs and other lenders to structure financing transactions and securitizations.

Terry's focus for the past several years has been the U.S. taxation of inbound investments, particularly the taxation of foreign governments. She has written extensively on the subject, as well as on the tax aspects of fund formation and other topics. She is a member of the American Bar Association (Tax Section) and the State Bar of California.

Experience

  • True Capital Ltd participates in $450 million Series C financing round of ZwiftJones Day advised True Capital Ltd, in connection with its participation in the $450 million Series C financing of Zwift, Inc., an online fitness platform for cyclists and runners.
  • Grindr sold to San Vicente Acquisition LLC for $608 millionJones Day advised Grindr in its $608 million sale by Beijing Kunlun Tech Co Ltd of substantially all of the equity interests in Grindr Inc. to San Vicente Acquisition LLC.
  • Five9 acquires Virtual Observer, formerly known as CSIJones Day advised Five9, Inc. in its acquisition of Virtual Observer, formerly known as CSI, an innovative provider of cloud-based Workforce Optimization (WFO), also known as Workforce Engagement Management (WEM), solutions.
  • Western Digital sold ActiveScale™ business to QuantumJones Day advised Western Digital Corporation's subsidiary Western Digital Technologies, Inc. in the sale of its ActiveScale™ business to Quantum Corporation.
  • U.S. Steel acquires remaining 50% ownership interest in USS-POSCO Industries from POSCO-California CorporationJones Day advised United States Steel Corporation in its acquisition of POSCO-California Corporation's 50% partnership interest in USS-POSCO Industries, a Pittsburg, California-based producer of cold-rolled sheets, galvanized sheets, and tin mill products made from hot bands, resulting in USS-POSCO Industries becoming a wholly-owned subsidiary of U.S. Steel.
  • Wells Fargo arranges $414.6 million syndicated secured construction loan for development of creative office space in West Los AngelesJones Day represented Wells Fargo Bank, National Association, as administrative agent, in connection with a $414.6 million syndicated secured construction loan for the development of approximately 584,000 square feet of creative office space in West Los Angeles along with approximately 94,000 square feet of retail and theater space.
  • Western Digital sells IntelliFlash™ business to DataDirect Networks, Inc. (DDN®)Jones Day advised Western Digital Corp. in the sale of its IntelliFlash™ business to DataDirect Networks, Inc. (DDN®), a global leader in artificial intelligence (AI) and multi-cloud data management.
  • KeyBanc Capital Markets, Credit Agricole Securities, Raymond James, and Stifel, Nicolaus & Company establish equity offering program by Physicians Realty TrustJones Day represented KeyBanc Capital Markets Inc.; Credit Agricole Securities (USA) Inc.; Raymond James & Associates, Inc.; and Stifel, Nicolaus & Company, Incorporated, as sales agents or forward sellers, as applicable, in connection with the establishment of an at-the-market equity program with a forward sale component for the sale of up to $500 million of Common Stock of Physicians Realty Trust, a self-managed healthcare real estate company.
  • Wells Fargo provides $470 million term loan secured by office building in Boston, MassachusettsJones Day represented Wells Fargo Bank, National Association in connection with a $470 million senior term loan secured by a 32-story, 1.1 million square foot office building in downtown Boston, Massachusetts.
  • Major financial institution provides $117 million syndicated loan secured by office building in Walnut Creek, CaliforniaJones Day represented a major financial institution, as administrative agent, in connection with a $117 million syndicated loan secured by a 10-story, Class A office building located in Walnut Creek, California.
  • Western Digital acquires Kazan NetworksJones Day advised Western Digital Corporation (NASDAQ:WDC) in its acquisition of Kazan Networks Corp., a provider of industry leading NVMe™-over-Fabric (NVMe-oF) ASIC and adapter products for next-generation data center architectures.
  • Cineworld Group completes asset monetization strategies in United States through cinema sale-leaseback transactionsJones Day advised UK headquartered, Cineworld Group PLC in connection with an asset monetization strategy in the United States involving a combined cash consideration of $556.3 million cinema sale-leaseback transactions to convert a substantial portion of Cineworld’s U.S. real estate holdings into cash to leverage its equity and optimize efficiency.
  • Kairos Society PBC, Inc. forms Kairos Investors Fund II, L.P.Jones Day represented Kairos Society PBC, Inc. in connection with the formation and fundraising of Kairos Investors Fund II, L.P., a $100 million fund.
  • KKR completes investment in OneStream SoftwareJones Day advised Kohlberg Kravis & Roberts & Co. L.P. in connection with its affiliated funds' investment in OneStream Software LLC, a leading provider of cloud or on-premise Corporate Performance Management solutions for mid-sized to large enterprises, in a transaction that values the privately held company at more than US$1 billion.
  • QuickLogic acquires SensiML CorporationJones Day advised QuickLogic Corporation, a developer of ultra-low power multi-core voice-enabled SoCs, embedded FPGA IP, and Endpoint AI solutions, in its acquisition of SensiML Corporation.
  • SoftBank Vision Fund acquires minority stake in ByteDanceJones Day represented SoftBank Vision Fund in connection with its acquisition of a minority stake in ByteDance Ltd., a China-based technology company.
  • RPS Ventures I, L.P. forms fund to invest in high-growth technology opportunitiesJones Day represented RPS Ventures I, L.P. in connection with the formation of a fund to invest in high-growth technology opportunities.
  • NRG Energy sells ownership in NRG Yield and NRG's Renewables Platform to Global Infrastructure PartnersJones Day represented NRG Energy, Inc. in the sale of NRG’s ownership in NRG Yield and NRG’s Renewables Platform to Global Infrastructure Partners (GIP) for cash proceeds of $1.375 billion, subject to certain adjustments.
  • GIC acquires 25 percent stake in Brazil's Algar Telecom for R$1.0 billion (US$308.5 million)Jones Day advised GIC Special Investments Pte. Ltd. in its R$1.0 billion (US$308.5 million) acquisition of shares representing a 25 percent stake in Brazil's Algar Telecom, a provider of telecom services to corporate and retail customers that is present in 10 states and 337 cities in Brazil.
  • Dignity Health and Select Medical combine Concentra and U.S. HealthWorks for $753 millionJones Day advised Dignity Health in its $753 million sale of its U.S. HealthWorks, Inc. subsidiary to Concentra Group Holdings, LLC.
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