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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 highlights

Corey’s recent representations include the following:

  • Brookfield Business Partners L.P. in connection with the $16 billion acquisition of Nielsen Holdings plc
  • HP Inc. on its $3.3 billion acquisition of Poly
  • Emerson on the sale of its Therm-O-Disc sensing and protection technologies business
  • Acutus Medical on the sale of its left-heart access portfolio products to Medtronic
  • GHK Capital Partners on its $268 million acquisition of Auveco
  • Cox Media Group, a portfolio company of Apollo, on the sale of CMG television stations in 12 markets to Imagicomm Communications
  • Astorg on its acquisition of OPEN Health from Amulet Capital Partners
  • TPG on its $1 billion initial public offering
  • Lenders in over $15 billion of financing by Vista Equity Partners and Evergreen Coast Capital Corp. in connection with their acquisition of Citrix

Corey’s representations before joining Davis Polk include:

  • American Tower in its $3.5 billion acquisition of InSite Wireless
  • Automotores Gildemeister in its multijurisdictional restructuring
  • Johnson Controls in its acquisition of Silent-Aire
  • Henkel in its acquisition of DevaCurl
  • McCormick & Co. in its acquisitions of Cholula Hot Sauce, and the food business of Reckitt Benckiser
  • MDC in its business combination with Stagwell
  • Google in its reorganization into Alphabet and matters pertaining to its Other Bets division, and acquisitions including Fitbit, Looker Data Sciences, its agreement with HTC Corp., and the sale of its mobile device business
  • Warburg Pincus in various transactions, including:
    • acquisitions of Sundyne, Duravant, CityMD, Gabriel Brothers, Guardsmark, Hygiena, Infinite Electronics, Labstat, Pregis, and Universal Services of America
    • its strategic investment in GA Foods
    • Allied Universal in its acquisitions of G4S, USSA, and SOS Security, the sale of equity to CDPQ, and the merger with AlliedBarton to form Allied Universal
    • Acquisitions and refinancings by CityMD, Consolidated Precision Products, Duravant, Pregis and Hygiena
  • Saint-Gobain in its acquisition of Continental Building Products
  • Bemis in its sale to Amcor
  • Dun & Bradstreet in its sale to an investment group led by CC Capital
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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

LL.M., Taxation, New York University School of Law
J.D., New York University School of Law
B.S., Cornell University
Professional history
  • Partner, Davis Polk, 2021-present
  • Partner, Cleary Gottlieb, 2016-2021
  • Associate, Cleary Gottlieb, 2007-2015
Qualifications and admissions
  • State of New York
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