David S. Miller

Phone212 504 6318

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Experience & Credentials
 

Practice Areas

  • Insurance-Linked Securities
  • Tax
 
University University of Pennsylvania, B.A., summa cum laude, 1986
 
Law SchoolColumbia Law School, J.D., 1989; New York University School of Law, LL.M., 1994
 
Admitted1991, New York
 
Memberships V2N1 Mar 26, 2014
 
Biography

David Miller advises on the taxation of financial instruments and derivatives, cross-border lending transactions and other financings, international and domestic mergers and acquisitions, multinational corporate groups and partnerships, private equity and hedge funds, bankruptcy and workouts, high-net-worth individuals and families, and public charities and private foundations.

David has been ranked the top U.S. tax lawyer for nine consecutive years by United States Lawyer Rankings, a guide established by a consortium of U.S. corporations. He is listed in Chambers Global's The World's Leading Lawyers, Chambers USA: America's Leading Lawyers, The Best Lawyers in America, and The Legal 500.

David was Chair of the New York State Bar Association's Tax Section in 2008. He is a recipient of The Burton Award for Legal Achievement, which recognizes exceptional legal writing. He is also a member of the Tax Forum.

David has represented more than two hundred charities on a pro bono basis. In 2011, he was named as one of eight Lawyers Who Lead by Example by the New York Law Journal. David has also been recognized for his pro bono work by The Legal Aid Society, Legal Services for New York City, and New York Lawyers For The Public Interest.

A summa cum laude graduate of the University of Pennsylvania, David graduated from Columbia University Law School, where he was a Notes and Comments Editor of the Columbia Law Review and a Harlan Fiske Stone Scholar. He was a clerk to the Honorable Mary M. Schroeder of the U.S. Court of Appeals for the Ninth Circuit during the year following law school. He received his LL.M in Taxation from NYU School of Law.

David teaches Tax Policy at NYU School of Law. He previously taught The Taxation of Financial Instruments at Columbia Law School.

David has written a number of articles and chapters, including, “Reforming the Taxation of Exempt Organizations and Their Patrons,” 67 The Tax Lawyer 451 (Spring 2014); The U.S. Federal Income Tax Treatment of Hedge Funds, Their Investors, and Their Managers, The Tax Lawyer (August 2012) (with Jean Bertrand); How U.S. Tax Law Encourages Investment Through Tax Havens, 131 Tax Notes 167 (April 11, 2011); The U.S. Federal Income Tax Treatment of Insurance Linked-Securities (Chapter 25) in The Handbook of Insurance-Linked Securities (Wiley 2009) (with Shlomo Boehm); An Alternative to Codification of The Economic Substance Doctrine, 123 Tax Notes 747 (May 11, 2009); A Progressive System of Mark-to-Market Taxation, 121 Tax Notes 213 (October 13, 2008); The Federal Income Tax Treatment of Credit Derivative Product Companies, Tax Forum No. 602 (November 5, 2007); A Progressive System of Market-to-Market Taxation, 109 Tax Notes 1047 (November 21, 2005); Credit Derivatives: Financial Instruments or Insurance? And Why it Matters, Taxation of Financial Products (Winter 2002); Distinguishing Risk: The Disparate Tax Treatment of Insurance and Financial Contracts in a Converging Marketplace, 55 Tax Lawyer 481 (Winter 2002); An Overview of the U.S. Federal Income Tax Treatment of Collateral Debt Obligation Transactions, 17 Journal of Taxation of Financial Institutions 27 (July/August 2001) (with Linda Beale and Paul Wysocki); Snake in the Box: The Hazards of Policymaking With 'Anti-Abuse' Rules, 88 Tax Notes 107 (October 2, 2000); The Strange Materialization of the Tax Nothing, 87 Tax Notes 685 (May 1, 2000); Reconciling Policies and Practice in the Taxation of Financial Instruments, 77 Taxes 236 (March, 1999); An Overview of the Taxation of Credit Derivatives (Chapter 3) in The Use of Derivatives in Tax Planning (Frank J. Fabozzi & Robert P. Molay, editors) (1998); Taxpayers' Ability to Avoid Tax Ownership: Current Law and Future Prospects, 51 The Tax Lawyer 279 (1998); The Tax Nothing, 74 Tax Notes 619 (February 3, 1997); and The Federal Income Tax Consequences of Guarantees: A Comprehensive Framework for Analysis, 48 The Tax Lawyer 105 (1994).

Clerkships
•Hon. Mary M. Schroeder
U.S. Court of Appeals, 9th Circuit

Experience

David's experience includes representation of:

•Mercuria in its acquisition of J.P. Morgan's physical commodities business.
•Forbes Media in its sale of a majority equity interest to a group of international investors led by Integrated Asset Management (Asia) Limited.
•Elan Corporation in its $8.6 billion acquisition by Perrigo Company.
•Elan Corporation in the $3.25 billion sale of its interest in Tysabri to Biogen Idec.
•Brandon Point Industries in connection with its formation and its acquisition of interests in Viamet, An2H and EMBA Medical.
•Credit Suisse in connection with a $50 million royalty bond financing for Zealand Pharma A/S.
•Oak Hill Advisors in connection with the formation of a fund, its acquisition of over $600 million of delinquent debt from Freddie Mac, and a securitization of distressed debt securities.
•EDF Trading Resources in connection with a joint venture with a subsidiary of Alpha Natural Resources in the Marcellus Shale formation.
•The management of Cloud Peak Energy in connection with Cloud Peak's separation from Rio Tinto and subsequent initial public offering.
•Avenue Capital in connection with an online gaming joint venture with 888 Holdings plc.
•Brookfield Office Properties in a joint venture with Broadway Partners to acquire 450 West 33rd Street, an office tower located adjacent to the planned Hudson Yards District in New York, New York.
•Credit Suisse in connection with the launch of Credit Suisse Mexico Credit Opportunities Trust, a $420 million closed-end structured credit trust.
•Credit Suisse in connection with the launch of its $1 billion Emerging Markets Credit Opportunity fund.

David has advised on tax aspects of over 1,000 structured notes with aggregate principal amount in excess of $1 billion; over 270 CLO transactions; and over 115 catastrophe bond transactions. David has also advised on tax aspects of numerous CDO transactions.

David has represented AllianceBernstein, AXA, Credit Suisse, Highbridge Capital Management, Highfields Capital Management, Invesco, Magnetar Capital, Och-Ziff Capital Management, Sandton Capital Partners, SociEtE GEnErale and The Renco Group, among others.

David also provided expert witness services in MBIA Insurance Corp. v. Patriarch Partners VIII LLC et al., No. 1:09-cv-03255.

News & Resources

NEWS

News Releases

More Than 40 Cadwalader Attorneys Recognized by Super Lawyers 2014 New York Metro Edition Sep 15, 2014

Recent Press

Reinsurance industry expects US appeal after landmark Validus tax case Feb 19, 2014

Recognition

More Than 40 Cadwalader Attorneys Recognized by Super Lawyers 2014 New York Metro Edition Sep 15, 2014

RESOURCES

Clients & Friends Memos

Final and Proposed Regulations Address U.S. Withholding Tax on U.S. Equity Derivatives Dec 13, 2013

Books

The Handbook of Insurance-Linked Securities

The Handbook of Insurance-Linked Securities provides information on a type of securities, which, by combining elements of insurance and capital markets, provide an alternative channel for transferring risk and raising capital.

Articles

Reforming the Taxation of Exempt Organizations and Their Patrons Apr 01, 2014

Events

14th Annual NYU/KPMG Tax Lecture Series Apr 08, 2014

Newsletters

Quorum

Quorum: February 2015 V3N1 Feb 11, 2015

 
ISLN901677776
 
Profile Visibility
#8,162 in weekly profile views out of 100,331 lawyers in New York, New York
#109,102 in weekly profile views out of 1,692,898 total lawyers Overall

Office Information

David S. Miller


New YorkNY 10281-0006




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