Shahrooz co-leads the firm’s Tax Practice Group and serves as a trusted adviser to strategic and corporate buyers and sellers, private equity firms, and family offices, providing tailored legal counsel across a broad range of industries, including biotechnology, manufacturing, information technology, retail, media, entertainment, and real estate. With a dual focus on transactional tax and corporate matters, he guides clients through all stages of complex transactions, from pre-letter of intent negotiations through post-closing integration, with a particular emphasis on domestic and international tax structuring.
Drawing on deep experience, Shahrooz regularly advises clients on deal structure, negotiates key tax provisions, and drafts a variety of core transactional documents, including merger, stock purchase, asset purchase, and membership interest purchase agreements. His practice also includes the preparation of partnership and LLC operating agreements, as well as technical tax memoranda addressing nuanced federal and international tax issues. Known for his pragmatic approach and deep tax knowledge, Shahrooz helps clients balance business objectives with legal and regulatory compliance.
In addition to his practice, Shahrooz is actively involved in the academic and professional tax communities. He has served as an adjunct professor at Loyola University Law School, where he has taught corporate tax, and is a member of the Planning Committee of the USC Gould School of Law Tax Institute.
- Represented two family shareholders in the sale of their majority ownership interests in a top-ranked national tire retailer to a family-owned investment in a multibillion-dollar transaction.
- Represented a publicly traded special purpose acquisition company in its definitive merger agreement with a leading China-based tire manufacturer.
- Represented a global energy holding company for the successful completion of its $1.2 billion business combination with a publicly traded acquisition corporation, resulting in its shares commenced trading on a major U.S. stock exchange.
- Represented the lead investor in a private acquisition entity in its acquisition of a specialty digital printer and scanning services provider with shares listed on the New York Stock Exchange.
- Represented a publicly traded special purpose acquisition company in the signing of a Merger Agreement with a Singapore-headquartered hospitality company valued at $2.3 billion.
- Represented family shareholders in the sale of their ownership interests in one of the largest carrot producers in the world in its acquisition to a private investment firm in a deal valued at well over a $1 billion.
- Represented a pharmaceutical company in connection with the acquisition of a biotech firm in an all-cash reverse triangular merger approved by the stockholders of target.
- Represented one of Asia’s leading video game distributors and publishers in connection with the execution of the business combination agreement with a publicly traded special purpose acquisition company, valuing at $1.2 billion.
- Advised a blank-check company in the completion of its strategic merger with a fintech group that acquires, builds and scales blockchain and digital financial services businesses.
- Represented a luxury consumer brand in connection with the acquisition of a skin care company.
- Represented a special purpose acquisition company in its $165 million business combination with a multi-asset clinical-stage biotechnology company focused on developing novel medicines for immune and inflammatory disorder.
- Represented a publicly traded acquisition company in its merger agreement with a privately held commercial stage biotech company focused on cardiovascular therapies.
- Represented an underwriter in the $5 million public offering of a development-stage biotechnology company focused on antiviral therapies to treat debilitating chronic diseases.
- Represented a special purpose acquisition company in the completion of its $300 million business combination with an animation and entertainment company devoted to establishing an open community for its global users and to providing high-quality and immersive entertainment experiences.
- Represented a full-service visual effects studio serving feature film, episodic television, music video and advertising clients in becoming part of a global post-production offerings.
- Represented a special purpose acquisition company in its $555 million business combination with an international investment holding company.
- Represented a global leader in virtual world games in its $400 million strategic minority investment in an artist-led independent entertainment company founded by record-breaking directors
- Represented a company that combines fashion and technology through its virtual fitting room platform in its sale to one of the world’s largest multinational retail corporations.
- Represented a special purpose acquisition company in its recent business combination with a developer of ocean robots, autonomy software, and services to the marine industries.
- Represented one of the world’s leading suppliers of industrial and automotive components, semiconductor packages, electronic devices, smart energy systems, printers, copiers and mobile phones in its acquisition of a leader in commercialization of gallium nitride-based laser light sources.
- Represented a prominent media executive in the launch of a global production and development company with offices in London and Los Angeles, focused on creating high-quality television, film, and other entertainment content. The venture brought together several leading industry figures with deep experience in studio leadership and production. Counsel included advice on U.S. employment and tax matters related to the formation of the company.
- Represented a special purpose acquisition company in its business combination with an independent music company and $150 million PIPE financing in connection with the business combination.
- Represented a U.S.-based unscripted television production company in its sale to a global entertainment studio seeking to expand its international unscripted content portfolio. As part of the transaction, the production company’s founder and CEO assumed a senior leadership role overseeing U.S. alternative programming at the acquiring company.
- Represented an automotive electrical system and software company in a merger with special purpose acquisition company that values the new company at $1.4 billion.
Events
- Speaker, Tax-Free Gains? QSBS and How to Use It, December 3, 2025
- Presenter, "Everything You Wanted to Know (and More) About the 1% Stock Buyback Excise Tax," USC Tax Institute, January 23, 2023
- Presenter, "Cryptocurrency Taxation," USC Tax Institute, January 25, 2021
Insights
- Author, "The CARES Act and M&A Transactions: Net Operating Losses," May 2020
- Author, "Tax-Related Provisions of the CARES Act," April 2020
- Named to Legal 500 US: US Taxes: Non-contentious, 2019
- Recipient, Thomas Bradbury Chetwood, S.J. Prize for the most distinguished academic performance leading to an LL.M. in Taxation, Georgetown University Law Center, 2004