Corey M. Goodman
Advises U.S. and international corporate and private equity clients on the tax aspects of major transactions.
Corey advises corporations and private equity firms on a broad spectrum of federal income tax matters, including U.S. and international mergers and acquisitions, joint ventures, spinoffs, bankruptcy reorganizations, refinancings, and cross-border and internal restructurings.
He is recognized by Chambers USA, where clients describe him as “a brilliant legal mind with an encyclopedic knowledge of the tax code and regulations.” Clients note that Corey “negotiates zealously for his clients, spots issues that others miss and identifies creative solutions.”
Experience
Mergers & Acquisitions
- Emerson’s:
- $14 billion sale of Climate Technologies to Blackstone
- $3.5 billion sale of remaining interests in Copeland to Blackstone
- sale of its Therm-O-Disc technologies business
- HP’s $3.3 billion acquisition of Poly
- Nippon Paint Holdings’ $2.3 billion acquisiton of AOC
- Alcoa’s $2.2 billion acquisition of Alumina
- SouthState’s $2 billion acquisition of Independent Bank Group
- Atlantic Union Bankshares’ $1.6 billion acquisition of Sandy Spring Bancorp
- Chase Corporation’s $1.3 billion acquisition by KKR
- Natus Medical $1.2 billion acquisition by ArchiMed
- Nordson’s $800 million acquisition of Atrion
- Siemens’ acquisition of Trayer Engineering
- Pon’s sale of interest in Hiller to Littlejohn & Co.
- Various acquisition financings and recapitalizations for strategic and private equity acquirers
Restructuring and Financings
- Big Lots’ chapter 11 filing, $707.5 million DIP financing and stalking horse APA
- Fisker’s chapter 11 plan
- TPG Angelo Gordon’s debt and equity financing to DISH DBS Issuer
- Advised creditors to Air Methods, Mallinckrodt, Pluralsight, Samarco Mineração, SEKO and SVB Financial Group (Silicon Valley Bank) on restructurings
- Advised Golub Capital as a lender in various transactions
Private Equity
- Brookfield Business Partners’ $16 billion acquisition of Nielsen
- GHK’s $268 million acquisition of Auveco
- One Equity Partners’ acquisition of Barnes Group
- Astorg’s acquisition of OPEN Health
- TPG’s $1 billion IPO
Capital Markets
- Advised on offerings by Atlantic Union Bankshares, Cactus, Sabre, SS&C Technologies and Tyson Foods
Corey’s representations before joining Davis Polk include:
- American Tower’s $3.5 billion acquisition of InSite Wireless
- Johnson Controls’ acquisition of Silent-Aire
- McCormick & Co.’s acquisitions of Cholula Hot Sauce and Reckitt Benckiser’s food business
- MDC’s business combination with Stagwell
- Google’s
- reorganization into Alphabet and matters pertaining to its Other Bets division
- acquisitions including Fitbit, Looker Data Sciences
- agreement with HTC and the sale of its mobile device business
- Warburg Pincus in various transactions
Insights
News
Recognition
Chambers USA – Tax, New York
Legal 500 U.S. – US Taxes: Non-Contentious, Next Generation Partner
Legal 500 U.S. – Tax: Financial Products, Next Generation Partner
Legal 500 U.S. – International Tax, Next Generation Partner
Law 360 – “Rising Star: Tax,” 2016
Education
Prior experience
- Partner, Cleary Gottlieb, 2016-2021
- Associate, Cleary Gottlieb, 2007-2015
Qualifications and admissions
- State of New York