David Rievman, Global Head of Skadden’s Regulatory Practices, advises U.S. and non-U.S. clients with respect to the tax aspects of complex transactions, including U.S. and cross-border mergers and acquisitions, financings, divestitures (including spin-offs), financial restructurings and recapitalizations, joint ventures, and other business transactions. He represents public corporations, privately held businesses, investment banks, and private equity and other sponsor entities.
Significant representations include:
- Activision Blizzard, Inc., a publisher of video games, in its $8.2 billion separation from Vivendi S.A. (France), a telecommunications and media company, into an independent public company;
- Bentley Pharmaceuticals in its spin-off of CPEX, Inc. and in the $360 million sale of Bentley to Teva Pharmaceutical Industries Ltd.;
- The Coca-Cola Company in several matters, including the tax-free split-off of the European bottling businesses of Coca Cola Enterprises (CCE), its 35 percent-owned, publicly traded subsidiary, resulting in Coca-Cola’s tax-free acquisition of 100 percent of CCE, which owns Coca-Cola’s North American bottling business; its $4.1 billion acquisition of Energy Brands d/b/a/ Glacéau; its acquisitions of Honest Tea and Fuze Beverage; and the acquisition of its minority-owned, publicly traded Greek subsidiary, Coca-Cola Hellenic, by HBC, a Swiss corporation;
- E. I. du Pont de Nemours and Company in several matters, including its $4.9 billion sale of DuPont Performance Coatings to The Carlyle Group; $7.4 billion acquisition of Danisco, one of Denmark’s largest companies; and $15 billion divestiture of Conoco, Inc. through an IPO and tax-free split-off transaction;
- Endo Health Solutions Inc. in its $1.6 billion acquisition of Canadian pharmaceutical company Paladin Labs Inc.; $2.9 billion acquisition of American Medical Systems Holdings Inc.; and $1.2 billion acquisition of Qualitest Pharmaceuticals Inc.;
- Express Scripts, Inc. in its $4.7 billion acquisition of WellPoint, Inc.’s NextRx subsidiaries; and $29.1 billion acquisition of Medco Health Solutions, Inc., which was named “Corporate Deal of the Year” by mergermarket at the Americas’ M&A Awards 2011;
- Gardner Denver, Inc., a manufacturer of industrial equipment, in its $3.9 billion acquisition by Kohlberg Kravis Roberts & Co., a private equity firm;
- Goldman Sachs Private Equity, Kelso & Company and others in their $3.7 billion leveraged buyout of Adesa, Inc.;
- Hillshire Brands Company (formerly Sara Lee Corporation) in connection with the $11 billion spin-off and redomiciliation in the Netherlands of its international coffee and tea business;
- Joh. A. Benckiser, a holding company based in Germany, in its $1 billion acquisition of Peet’s Coffee & Tea, Inc.; and $340 million acquisition of Caribou Coffee Company, Inc.;
- Mark IV Industries, Inc. / Dayco Products in its bankruptcy reorganization and restructuring;
- McDonnell Douglas in its $13.3 billion merger with Boeing;
- Paul Allen, as principal shareholder of Charter Communications, Inc., in connection with the prearranged Chapter 11 bankruptcy cases of Charter Communications;
- SHFL Entertainment, Inc. in its $1.3 billion acquisition by Bally Technologies, Inc.;
- Trane, Inc. (formerly American Standard) in its $10.1 billion acquisition by Ingersoll-Rand Company Limited and its spin-off of WABCO, Inc.;
- Valeant Pharmaceuticals International in several transactions, including its $3.5 billion merger with Biovail Corporation; and $8.7 billion acquisition of Bausch & Lomb Inc.;
- Vulcan Energy Corporation in its contested leveraged buyout of Plains Resources Inc.; and in various matters involving Plains All American Pipeline, LP (PAA), including the acquisition of a majority interest in the general partner of PAA, the proposed IPO of the general partner of PAA, the acquisition by PAA of general partner and limited partner interests in Pacific Energy Partners, and the disposition of Vulcan Energy’s equity interests in the general partner of PAA; and
- Vulcan, Inc. in connection with the spin-off and $1 billion IPO of DreamWorks Animation SKG, Inc.
Mr. Rievman has served on the executive committee of the New York State Bar Association Tax Section and frequently writes and lectures on tax-related topics, including in programs sponsored by the New York State Bar Association, the American Bar Association, the New York University Institute on Federal Taxation, the University of Chicago Law School’s Federal Tax Conference, the Practising Law Institute, the Tax Executives Institute and other organizations.
Mr. Rievman repeatedly has been selected for inclusion in Chambers USA: America’s Leading Lawyers for Business. He also was listed in The Best Lawyers in America 2013.