About Me
I am Will Hodges, a partnership tax expert with extensive experience gained at national partnership groups within PwC and BDO. Throughout my career, I've had the opportunity to advise clients on a range of complex partnership transactions, including mergers and acquisitions, initial public offerings, secondary offerings, 'Up-C' transactions, leveraged partnership transactions, and partnership debt workouts. My expertise also extends to addressing issues related to capital account maintenance, income/loss allocations, basis adjustments, and liability allocations.
I have a passion for sharing knowledge, having designed and presented training programs for both internal and external audiences, and my insights have been published in the Journal of Taxation.
Outside of my professional life, I cherish spending time with my wife and two sons and enjoy playing golf.
Experience
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August 2022 - October 2023
PwC – Dallas, TX (Remote from MS)
Independent Contractor - Partnership Allocation and Reporting Services (“PARS”)
- Led the partnership tax engagement for a major client, ensuring quarterly liability calculation for their "Up-C" Tax Receivable Agreement.
- Successfully analyzed and implemented a merger of two publicly traded partnerships with a transaction value of $1.8B.
- Collaborated with M&A professionals to design and model out the tax implications of a tiered partnership restructuring transaction including buy-outs and mergers between the various tiers in the entity structure.
- Acted in a managing director capacity on approximately 10 client engagements, including project planning, managing client expectations, and leading teams to ensure accurate and timely completion.
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September 2021 - July 2022
BDO – Atlanta, GA (Remote from MS)
Managing Director
- Brought on to be the partnership tax leader for BDO’s Atlanta office as well as a go-to partnership tax resource for offices throughout the Southeast.
- Managed and developed a team of partnership tax consultants that serviced Atlanta’s private equity and family office clients.
- Consulted on multiple private-equity-backed transactions to model out and explain the tax implications associated with contemplated tax structures.
- Built multiple liquidating distribution waterfall models to illustrate the economics outlined in the relevant operating/partnership agreement.
- Collaborated with State and Local Tax professionals to create a tax plan to reduce state and local taxes associated with a significant exit transaction.
- Proactively communicated with CFOs, finance executives, and other stakeholders on tax issues and results.
- Successfully led business development initiatives aligned with company’s strategy and core competencies.
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February 2021 - September 2021
WH PLLC, Dallas, TX
Founder - Business Advisory Firm (Finance & Accounting)
- Established a business advisory firm focused on providing accounting, finance, and tax advisory services to businesses of all sizes.
- Capitalized on industry expertise and leadership experience to manage end-to-end services across business components to ensure smooth operations.
- Acted as a part-time CFO for an engineering solutions firm, leading the initial fundraising efforts including developing a financial projection model, pitch deck, and deal terms, which led to $500,000 in seed funding and an additional $250,000 in a follow-on round.
- Assisted clients to effectively manage their cash flow and cash conversion cycles through the creation of cash budgeting models.
- Performed in-depth financial analysis to develop a strategy to improve the profitability of a retail business by extracting additional value out of its self-financing division.
- Created an automated KPI reporting dashboard for a car dealership, enabling real-time analysis of results for faster strategic decision-making.
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August 2018 - February 2021
PRIVATE FAMILY OFFICE, Dallas, TX
Director / Chief Operating Officer
- Structured and modeled a $100MM+ transaction involving the rollup of 10+ operating entities which included mitigating approximately $2MM in immediate cash taxes to the management team.
- Identified a previous-regime-designed transaction that created approximately $150MM+ in potential tax exposure and then developed and implemented a solution that resulted in approximately $40MM of taxes owed.
- Implemented multiple process improvements, significantly reducing the time required for collecting, analyzing, reviewing, and reporting income tax information.
- Worked with general counsel and finance executives to create a tax-efficient restructuring plan to protect assets and minimize legal liabilities.
- Collaborated with attorneys, insurance advisors, and investment bankers to design an estate tax plan that essentially eliminated $60MM in out-of- pocket estate taxes.
- Responsible for tax compliance, planning, and strategy for over 100 entities involved in various businesses such as energy, real estate, restaurants, ski resorts, and cattle.
- Generated $100,000+ of revenue as a corporate tax department to help offset the cost of growing the tax group.
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January 2017 - August 2018
BDO, Atlanta, GA
Senior Manager - National Tax Office
- Consulted with transaction advisory and practice office teams across the firm on the partnership tax implications of various merger and acquisition transactions
- Worked in tandem with cross-functional National Tax Office (“NTO”) groups (i.e., C corporation and S corporation counterparts) to create a choice of entity service offering to help clients analyze the most tax-efficient entity structure resulting from the changes in tax reform.
- Created and taught national partnership trainings for clients, associates, and senior associates on topics covering 704(b) capital account maintenance, section 704(c) allocations, sections 734(b) and 743(b) basis adjustments, and section 752 liability allocations.
- Delivered multiple presentations on tax reform (TCJA) and the new partnership audit rules to clients and prospects in order to help drive new business development opportunities for the firm.
- Played an integral role in the NTO partnership group’s capital account maintenance service line helping practice office professionals calculate and maintain section 704(b) capital accounts for their clients.
- Wrote multiple tax articles for BDO.com.
- Extensive dealing with partnership agreements and the various complexities associated with targeted capital allocation agreements.
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October 2015 - January 2017
SOUTHCROSS ENERGY PARTNERS, Dallas, TX
Manager
- Managed the federal and state income, sales, use, excise, and property tax functions for this publicly traded company.
- Worked with internal and external bankers, attorneys, and accountants to successfully determine the tax effects of restructuring as a result of Chapter 11 Bankruptcy at the Holding company level.
- Overhauled multiple processes in the tax department led to an increase in accuracy and efficiency.
- Negotiated with the IRS to decrease the amount of surety bond requested for excise tax purposes from $2M to $500,000.
- Navigated multiple sales and use tax audits with external advisors and successfully decreased the amount of liability from approximately $3M down to approximately $300,000.
- Developed staff to a level that allowed them to successfully obtain a management position at a new company
- Collaborated with the finance department to refine aspects of the annual budgeting process.
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January 2011 - October 2015
PWC, Dallas, TX
Manager - Master Limited Partnerships (July 2015 – October 2015)
Senior Associate – Mergers and Acquisitions & Master Limited Partnerships (July 2012 – July 2015)
Associate - Master Limited Partnerships (January 2011 – June 2012)
- Managed the income tax compliance process on multiple client engagements for both federal and state income taxes.
- Collaborated with our marketing team to spearhead business development efforts for potential new clients.
- Consulted with clients on the potential tax effects of a variety of transactions (e.g., IPOs, secondary offerings, technical terminations).
- Prepared various financial models to forecast the tax implications for an MLP related to secondary unit offerings.
- Prepared and reviewed journal entries to ensure the correct treatment of tax-sensitive accrual accounts.
- Developed end-user graphs, models, and PowerPoints to explain the tax effects of transactions to clients.
- 1 of 25 company employees who received an offer to participate in PwC’s M&A Tax Academy.
- Performed buy-side tax due diligence (both asset and stock transactions) on a variety of taxable entities including corporations, partnerships, and S Corporations with the focus being on the targets’ income, franchise, sales and use, and property tax footprints.
- Prepared and reviewed federal and state returns for Partnerships and S Corporations.
- Implemented a process improvement in data manipulation for a client, saving approximately 48 hours on the project.
- Developed and taught a training program to staff on how to use our proprietary tax allocation software.
- Wrote technical requirements and created expected results that were used by our cross-functional development team to help develop a new partnership allocation system.
- Coordinated multi-functional teams through the tax due diligence process including state, local, and international tax professionals.
Education
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2009 - 2010
Master of Accountancy
UNIVERSITY OF MISSISSIPPI | Oxford, MS
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2005 - 2009
Bachelor of Accountancy
UNIVERSITY OF MISSISSIPPI | Oxford, MS
Certifications And Publications
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Certified Public Accountant
Texas - License ID 103830
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Disguised Sales of Partnership Interest: A Framework for Analyzing Transactions
Journal of Taxation, December 2017
Interests
Follower of Christ
Matthew 22:37-39
Digital Real Estate
I have a big interest in an industry that seems to still be valued relatively fairly -- even in 2022. My focus in this space has primarily been on websites that generate revenue through affiliate marketing and display advertising.
Family
My wife, Anna Catherine, and I have two sons, Teddy (5) and Henry (3). After spending most of the last decade in Texas, we moved back to Mississippi in December to be closer to family. It has been a great decision (so far).
Golf
I enjoy playing golf (schedule permitting) as it provides an excellent opportunity to be active, competitive, and social all in the same environment.
