Alex Marcellesi is a tax associate in the Washington, D.C. office of Gibson, Dunn & Crutcher.

Mr. Marcellesi’s practice focuses on the federal tax aspects of public and private M&A, bankruptcy and out-of-court restructurings, joint ventures, REIT and real estate transactions, and investment fund formations.

Mr. Marcellesi received his Juris Doctor in 2019 from New York University School of Law, where he was senior staff editor of the Tax Law Review.  Mr. Marcellesi earned his Bachelor of Arts in Philosophy from the Sorbonne University.  He holds graduate degrees from the Sorbonne University and the École Normale Supérieure, and earned a Ph.D. from the University of California, San Diego, all in Philosophy.

Significant Recent Representations

Public M&A

• Fifth Wall Acquisition Corp. I in its $2.2 billion acquisition of SmartRent.
• Forterra in its $2.74 billion acquisition by Quikrete.
• Magnite in its $1.17 billion acquisition of SpotX.
• Pioneer Natural Resources in its $6.4 billion acquisition of DoublePoint Energy.
• U.S. Concrete in its $1.3 billion acquisition by Vulcan Materials Company.

Private M&A

• Aurora Capital Partners in numerous transactions, including the acquisitions of:
  • Curtis Bay Medical Waste Services.
  • Grace Hill.
  • Westcoast Gate & Entry Systems.
  • Spray-Tek.
• McGraw-Hill in its acquisition of Achieve3000.
• Orbit Irrigation in its $480 million sale to Husqvarna.
• Platinum Equity in numerous transactions, including the acquisitions of:
  • Cosmic Pet.
  • McGraw-Hill for $4.5 billion.
  • Pelican Products.
  • PetMate.

Bankruptcy and out-of-court restructuring

• Northwest Hardwoods in its chapter 11 case.
• Term lenders to Akorn Pharmaceuticals in the company’s chapter 11 case.
• Term lenders to California Pizza Kitchen in the company’s chapter 11 case.
• Term lenders to Central Security Group (d.b.a. Alert 360) in the company’s out-of-court restructuring.
• Term lenders to Constellis in the company’s out-of-court restructuring.
• Term lenders to Internap Corporation (d.b.a. INAP) in the company’s chapter 11 case.
• Term lenders to Mallinckrodt Pharmaceuticals in the company’s chapter 11 case.
• Term lenders to NPC in the company’s chapter 11 case.
• Term lenders to Skillsoft in the company’s chapter 11 case and acquisition by Churchill Capital II.
• Term lenders to TNT Crane & Rigging in the company’s chapter 11.

Real Estate

• AIG Global Real Estate on its U.S. real estate investment funds and joint ventures.
• Investcorp on its U.S. real estate joint ventures.

Publications

• Evaluating Creditor Continuity of Interest: A 10-Step Process, TAX NOTES (March 15, 2021).
• Guaranteed Payments and Interest: Why Treasury Is Overreaching, TAX NOTES (Dec. 9, 2019).