Experience

David B. Strong (“Dave”) is a partner in the Denver office. Dave joined the firm in 2002 and is a member of the federal income, state and local tax group.

Dave advises both corporate and individual clients on the tax aspects of a wide variety of transactions including mergers and acquisitions, joint ventures, restructurings, and venture capital investments. Dave also advises issuers and underwriters on the tax consequences associated with numerous types of debt and equity instruments as well as debt/equity hybrids.

Dave is an active member of the Corporate Tax Committee of the Tax Section of the American Bar Association. Dave is also a frequent speaker on corporate tax matters at local, regional, and national seminars and continuing legal education programs.

Prior to joining the firm, Dave practiced as a tax associate in New York City with Shearman & Sterling and Covington & Burling and also worked for Deutsche Bank as an investment banking associate in its mergers and acquisitions group.

Representative Transactions

Selected Mergers & Acquisitions: Examples of merger and acquisition transactions on which Dave has provided tax advice include:

• Representation of participant in $11.0 billion tax-free “merger of equals” transaction
   
• Representation of buyer in $4.0 billion stock-for-stock tender offer for publicly traded software company and subsequent squeeze-out merger
   
• Representation of seller in $3.2 billion tax-free merger involving the combination of both domestic and international manufacturing operations
   
• Representation of buyer in $2.1 billion tax-free merger between two domestic oil exploration and production companies
   
• Representation of buyer in $1.5 billion stock-for-stock tender offer for outstanding minority public stake and subsequent squeeze-out merger
   
• Representation of foreign buyer in $280 million foreign stock purchase transaction
   
• Representation of individual sellers in $100 million disposition of controlling voting stake in publicly-traded company
   
• Representation of individual buyers in purchase of professional sports franchise

Selected Capital Markets Transactions: Examples of capital market transactions on which Dave has provided tax advice include:

• Representation of issuer in $850 million common stock offering utilizing a hybrid corporate/partnership “Up-REIT” structure
   
• Representation of issuer in $1.0 billion convertible note offering utilizing “call-spread” hedging structure
   
• Representation of issuer in $1.0 billion stock rights offering
   
• Representation of issuer in €500 million convertible note offering
   
• Representation of issuer in $500 million “pay-in-kind” convertible note offering
   
• Representation of issuer in $300 million bond repurchase
   
• Representation of holders of $1.0 billion of dividend-paying stock in publicly-traded foreign corporation
   
• Representation of individual investor in “variable pre-paid forward contract” monetization strategy for concentrated position in publicly-traded stock

Professional & Community Affiliations

Member, Tax Section of the American Bar Association

Member, Tax Section of the Colorado Bar Association

Member, Tax Section of the New York Bar Association

Member, Denver Business Forum (2005-2006)

Member, Denver Metro “Chamber 100” (2004-2005)

Member, New York Legal Aid Society (1998-2000)

Member, Stanford Law School Alumni Association (1995 - Present)

Graduate Editor, Tax Law Review (1996-1997)

Associate Editor, Stanford Law Review (1993-1995)

Editor, Stanford Law and Policy Review (1992-1993)