Corey M. Goodman’s practice focuses on taxation.
He advises clients on federal income tax matters, including the structuring, documentation, and negotiation of a variety of domestic and international transactions, including mergers and acquisitions, joint ventures, spin-offs, bankruptcy reorganizations, refinancings, cross-border and internal restructurings, and securitization transactions.
Corey joined the firm in 2007 and became a partner in 2016.
Warburg Pincus and its portfolio companies in various transactions, including:
- its acquisitions of Sundyne, Duravant, CityMD, Gabriel Brothers, Guardsmark, Hygiena, Labstat International, Pregis, and Universal Services of America;
- Allied Universal in its $1 billion acquisition of U.S. Security Associates, its acquisition of SOS Security, the sale of equity to CDPQ, and previously Universal Services of America in is merger of equals with AlliedBarton to form Allied Universal;
- CityMD in its acquisition of Summit Medical Group and in the financing for its acquisition of STAT Health;
- Consolidated Precision Products in its acquisitions of Poly6, Pacific Cast, and Selmet, and in its recapitalization;
- Duravant in its acquisitions of Motion06, Key Technology, Wulftec, Ohlson Packaging, and QC Industries; and
- Hygiena in its acquisition of DuPont’s global food safety diagnostic business and in the refinancing of its existing term loans and the incurrence of new loans.
Google in numerous transactions, including its pending $2.1 billion acquisition of Fitbit, its $2.6 billion acquisition of Looker Data Sciences, its holding company reorganization into Alphabet Inc., its $1.1 billion business cooperation agreement with HTC Corp., the $2.91 billion sale of Motorola Mobility’s mobile devices business to Lenovo Group Ltd., and various matters pertaining to its Other Bets division, including Temasek and Silver Lake’s investments in Verily Life Sciences and SoftBank’s investment in Loon.
Saint-Gobain in its $1.4 billion acquisition of all the outstanding shares of Continental Building Products.
Bemis in its $6.8 billion sale to Amcor.
Dun & Bradstreet in its $6.9 billion sale to an investment group led by CC Capital.
Stanley Black & Decker Inc. in its $690 million acquisition of IES Attachments, the $725 million sale of the majority of its mechanical security businesses to dormakaba, and its minority investment in GTP Services Inc.
Regular counsel to the underwriters in numerous Freddie Mac, Fannie Mae, and Ginnie Mae mortgage-backed securities transactions.
Various initial purchasers and placement agents in numerous CLO transactions.
GFL Environmental in its $5.125 billion sale to consortium of investors led by BC Partners.
McCormick & Company in its $4.2 billion acquisition of the food business of Reckitt Benckiser Group Plc.
Medtronic in its $49.9 billion acquisition of Covidien and in its $17 billion Reg. S/Rule 144A multitranche senior notes offering, the largest bond offering of that year.
Special committee of the board of directors of Spectrum Brands Holdings in its $10 billion merger with HRG Group.
Modular Space Holdings, the largest U.S.-owned provider of modular office solutions, in its successful emergence from Chapter 11.
Alimentation Couche-Tard in its acquisition of Holiday Station stores.
Family Dollar in the $9.3 billion sale of the company to Dollar Tree.
Deutsche Telekom on tax aspects of T-Mobile USA’s acquisition of MetroPCS.
Biomet and its four private equity consortium owners—Blackstone, Goldman Sachs PIA, KKR, and TPG—in Biomet’s $13.35 billion cash and stock merger with Zimmer Holdings.
Nortel in its Chapter 11 proceedings, and the sale of its Carrier VoIP and Application Solutions, and of substantially all of the global assets of its Multiservice Switch business to Ericsson.
- Panelist at “The BEAT Regulations Are Finally Out: Cleary Gottlieb Insights,” December 5, 2019
- Panelist at PLI’s Tax Strategies for Corporate Acquisitions, Dispositions, Spin-Offs, Joint Ventures, Financings, Reorganizations & Restructurings 2019 (Chicago), “Restructuring Multinational Groups After the 2017 Tax Act,” November 14, 2019
- Panelist at PLI’s Basics of International Taxation 2019 (San Francisco), “Tax Concerns of U.S. Persons Investing or Operating Outside the U.S. – U.S. Corporations,” September 9, 2019
- Panelist at PLI’s Basics of International Taxation 2019 (New York), “Tax Concerns of U.S. Persons Investing or Operating Outside the U.S. – U.S. Corporations,” July 23, 2019
- Panelist at PLI’s Tax Strategies for Corporate Acquisitions, Dispositions, Spin-Offs, Joint Ventures, Financings, Reorganizations & Restructurings 2018 (Chicago),“Restructuring Multinational Groups After the 2017 Tax Act,” November 15, 2018
- Panelist at PLI’s Basics of International Taxation 2018 (San Francisco), “Tax Concerns of U.S. Persons Investing or Operating Outside the U.S. – U.S. Corporations,” September 27, 2018
- Panelist at PLI’s Basics of International Taxation 2018 (New York), “Tax Concerns of U.S. Persons Investing or Operating Outside the U.S. – U.S. Corporations,” July 24, 2018
- Panelist at PLI’s Spin-offs 2018 (New York), “Variations on the Spin-off” with Matthew P. Salerno
- Panelist at PLI’s Basics of International Taxation 2017 (New York, San Francisco), “Tax Concerns for U.S. Persons Investing or Operating Outside the U.S. (Outbound Investments) – Lending, Licensing and Portfolio Investments,” July 18, 2017, and September 18, 2017
- Panelist on The Conference Board Governance Watch Webcast: “Implications of Trapped Offshore Cash,” June 18, 2015, with Wayne Carnall, James A. Duncan and Sandra L. Flow
- Panelist at American Conference Institute’s Forum on M&A and Strategic Alliances in the Life Sciences Industries, “Inversions: Shifting Strategies in Global M&A in Response to Recent Tax Code Changes,” April 28, 2015, with Derek Devgun and Matthew P. Salerno