Related Practices

Admitted to Practice

Washington

Pamela M. Charles

Partner

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Seattle

T206.757.8267

F206.757.7267

Pamela Charles advises clients on federal tax matters. She offers tax planning advice on a variety of business transactions, with an emphasis on financings, restructurings and mergers and acquisitions. Pamela’s work includes advising owners and developers of real estate on acquisitions, dispositions and like-kind exchanges as well as on REIT, tax-exempt title holding entity, historic tax credit and related issues. She has obtained many advance federal and state tax rulings for clients.

Pamela serves as a liaison to the firm’s energy practice group, counseling clients on all tax aspects of energy projects. Since the enactment of the American Recovery and Reinvestment Act of 2009, she has helped utilities and independent developers explore the expanded tax benefits available for renewable energy projects, including those using wind, solar, biomass, cogeneration and hydroelectric sources.

Pamela is a frequent speaker on various tax topics at continuing legal education seminars.

Representative Experience

Counsel to Coast Hotels, USA

Provide ongoing counsel to Coast Hotels, USA, a hotel management company and operating company. Provided counsel on regulatory requirements, franchise compliance and the acquisition and disposition of real estate assets. (Ongoing)

Tax counsel for Summit Power Group, Inc.

Represented Summit Power Group, Inc., a developer of renewable energy projects, in connection with corporate and limited liability company restructurings to facilitate an equity investment by a strategic investor. (2011)

Corporate finance and securities for American Seafoods Group

$475 million five-year senior secured credit facility with revolving and term loan facilities. (2010)

Corporate finance and securities for American Seafoods Group

Redemption of $144.6 million of preferred limited partnership interests in exchange for a distribution of cash and other assets (including four fishing vessels and related commercial fishing rights). (2010)

Corporate finance and securities for American Seafoods Group

Issuance and sale of $275 million senior subordinate notes. (2010)

Corporate finance and securities for ASG Consolidated

Issuance and sale of $125 million in senior notes and 125 million warrants to purchase common stock. (2010)

Corporate finance and securities for ASG Consolidated

Tender offer to purchase $251 million outstanding senior discount notes. (2010)

Corporate finance and securities for Mercer International Inc.

Advised Mercer International (Nasdaq: MERC, TSX: MRI.U), a global pulp manufacturing company, in connection with the tender offer and consent solicitation of 9.25% senior notes due 2013, and the offering of $300 million of 9.5% senior notes due 2017. (2010)

Corporate finance and securities for Terra Nova Royalty Corporation

Advising Terra Nova (NYSE: TTT), a corporation active in a broad spectrum of activities related to the integrated combination of natural resources, in connection with its acquisition of Mass Financial Corp., a company engaged in a broad spectrum of activities related to the integrated combination of commodities and natural resources. (2010)

Development - renewable for Harvest Wind Project

Representing the members of the Harvest Wind Project as project counsel in connection with the development and financing of a 99 MW wind generating project located in Klickitat County, Wash. (2010) Read more

Renewable energy*

Provided tax opinions to an independent solar power project developer on qualification for federal investment tax credits (I.R.C. § 48) for several projects in the southwest United States and Hawaii. (2009)

* Denotes experience completed at a prior firm

Additional Qualifications

Former Chair, Tax Section, Washington State Bar Association
Chair, Seattle Tax Group
Affiliate Professor, Taxation of Business Entities, University of Washington Law School, 1997-1999

Professional Recognition

Named as one of "America's Leading Lawyers for Business" in Corporate/Commercial: Tax (Washington) by Chambers USA, 2007-2011
Named as one of the “Best Lawyers in America” in Tax Law by Woodward/White, 2007-present
Selected to "Top 100 Washington Super Lawyers," 2009, “Washington Super Lawyers,” Thomson Reuters, 2003-2011

Education

J.D., Stanford Law School, 1992
- Order of the Coif
B.A., Economics, University of Washington, 1986, magna cum laude


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