FacultyFaculty/Author Profile
David B. Strong

David B. Strong

Morrison & Foerster LLP

Denver, CO, USA

David Strong (“Dave”) is a transactional tax partner with Morrison & Foerster LLP and is the managing partner of the firm’s Denver office.  Dave works closely with transaction teams across the firm, including teams located in Los Angeles, New York, Palo Alto, San Francisco, Tokyo, and Washington D.C.  Dave’s nationally-recognized areas of expertise include mergers and acquisitions, joint ventures, private equity and venture capital investments, restructurings, distressed situations, and initial public offerings and other types of capital markets transactions.  Throughout his career, Dave has worked on transactions across a broad range of industries, including consumer, health care, manufacturing and industrial services, media and entertainment, mining and natural resources, real estate, technology, and internet and telecommunications.

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

Dave received his J.D. from Stanford Law School and his LL.M. in Taxation from New York University.  Prior to moving to Denver, Dave worked for several years as both a transactional tax attorney and as an investment banker in New York City. 


University of Denver (B.S.B.A., magna cum laude, 1992)
Stanford Law School (J.D., 1995)
New York University School of Law (LL.M.,1997)

Representative Matters

Mergers & Acquisitions

  • Represented DaVita Inc. in its $4.42 billion acquisition of HealthCare Partners Holdings, LLC
  • Represented Pinnacle Entertainment Inc. in its pending $2.8 billion acquisition of Ameristar Casinos, Inc.
  • Represented special committee of the board of directors of Caesars Entertainment Corporation in connection with formation of a new joint venture and related $1.2 billion subscription rights offering
  • Representation of international cable company in $11 billion tax-free “merger of equals” transaction utilizing “double-dummy” structure
  • Representation of buyer in $4 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 packaging and 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 sellers in $360 million stock purchase transaction involving two computer technology companies
  • 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

Capital Markets

  • Represented ReMax in its $250 million initial public offering utilizing a hybrid corporate / partnership “Up-C” structure and related “tax receivable agreements”
  • Representation of issuer in $850 million IPO and related $880 million debt financing utilizing a hybrid corporate/partnership “Up-REIT” or “Up-C” structure
  • Representation of issuer in $1 billion convertible note offering utilizing “call-spread” hedging structure
  • Representation of issuer in $1 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 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
David B. Strong is associated with the following items:
Treatise Chapters  Treatise Chapters Interesting Partnership Transactions of 2013 (PowerPoint slides) - The Partnership Tax Practice Series (2017 Edition), Tuesday, August 01, 2017
Live Seminar  Live Seminar Tax Strategies for Corporate Acquisitions, Dispositions, Spin-Offs, Joint Ventures, Financings, Reorganizations & Restructurings 2018, Wednesday, December 05, 2018, Los Angeles, CA

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