Linda Z. Swartz

Phone212 504 6062

Peer Rating
 5.0/5.0
AV® Preeminent

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Experience & Credentials Ratings & Reviews
 

Practice Areas

  • Corporate Taxation
  • Executive Compensation & Benefits
  • Tax
  • Mergers & Acquisitions Taxation
  • Restructurings & Bankruptcies Taxation
 
University Bucknell University, B.A., magna cum laude, 1984 Phi Beta Kappa
 
Law SchoolUniversity of Pennsylvania Law School, J.D. 1987
 
Admitted1988, New York
 
Memberships Inversions: The View from Ireland Jul 07, 2014

• M&A Update: Senator Levin Introduces Anti-Inversion Act May 21, 2014

• M&A Update: New Rules Will Limit Shareholders' Tax-Free Treatment on Inversions Apr 25, 2014

• M&A Update: Treasury Department Proposes To Expand Anti-Inversion Rules Mar 11, 2014

• Employee Benefits after Windsor Aug 27, 2013

• Treasury and the IRS Propose Regulations on $500,000 Compensation Deduction Limit for Health Insurers May 08, 2013

• Proposed Regulations Relax the Circular 230 Rules for Tax Practitioners Oct 04, 2012

• The Sixth Circuit Rules in United States v. Quality Stores, Inc. that Severance Payments Paid to Terminated Employees as a Direct Result of a Work Force Reduction Are Not Subject to FICA Tax Sep 28, 2012

• IRS Issues New Regulations Defining Publicly Traded Property for Purposes of Determining the Issue Price of Debt Instruments That Are Significantly Modified in a Restructuring or Issued for Property Sep 26, 2012

• IRS Issues Proposed Regulations to Clarify Application of Section 162m Jul 19, 2011

• The Dodd-Frank Act: How It Impacts Specific Institutions, Entities and Transactions Jun 22, 2011

• Joint Agencies' Proposed Rules Governing Incentive-Based Compensation at Covered Financial Institutions Jun 01, 2011

• SEC Finalizes Rules Regarding Shareholder Approval of Executive Compensation and Golden Parachute Arrangements Mar 01, 2011

• Final Regulations Issued with Respect to FBAR Filing Requirements Feb 28, 2011

• Tax Proposals in the Obama Administration's Fiscal Year 2012 Revenue Budget Feb 17, 2011

• Energy Tax Provisions in the Obama Administration's Fiscal Year 2012 Budget Feb 17, 2011

• SEC Proposes New Rules Regarding Shareholder Approval of Executive Compensation and Golden Parachute Arrangements Nov 29, 2010

• IRS Notice 2010-60: Preliminary Guidance on the “FATCA” Reporting and Withholding Rules Sep 03, 2010

• The Education Jobs and Medicaid Assistance Act of 2010 Aug 11, 2010

• Executive Compensation and Corporate Governance Provisions Under the Dodd-Frank Wall Street Reform and Consumer Protection Act Jul 20, 2010

• The Hiring Incentives to Restore Employment Act Mar 22, 2010

• Proposed Regulations Issued With Respect to FBAR Filing Requirements Mar 01, 2010

• The Obama Administration's Fiscal Year 2011 Revenue Proposals Feb 03, 2010

• IRS Proposes Reporting Requirements for Uncertain Tax Positions Under FIN 48 Jan 28, 2010

• Treasury Department Guidance Issued on Modification of Securitized Commercial Mortgage Loans Sep 16, 2009

• The Obama Administration's Fiscal Year 2010 Revenue Proposals May 20, 2009

• IRS Guidance on the Home Affordable Modification Program Apr 13, 2009

• Stop Tax Haven Abuse Act (S. 506 and H.R. 1265) Mar 06, 2009

• Certain Federal Income Tax Provisions of the American Recovery and Reinvestment Act of 2009 Feb 17, 2009

Articles

• Global Tax-Free Deals: Mergers, Acquisitions and Spins at Home and Abroad Jun 11, 2014

• Multiple Step Acquisitions: Dancing the Tax-Free Tango Jun 10, 2014

• 2010 Bankruptcy Tax Issues Jun 09, 2014

• ABCs of Cross-Border Derivatives Jun 08, 2014

• A Layman's Guide to LLC Incentive Compensation Jun 07, 2014

• To Disclose or Not to Disclose: Tax Shelters, Penalties, and Circular 230 in 2014 Jun 06, 2014

• Consolidated Attribute Reduction Regulations Jun 05, 2014

• Big A, Little C: Baby Steps Toward Modernizing Reorganizations Jun 04, 2014

• Partnership Bankruptcy Tax Issues Jun 03, 2014

• Debt Exchanges Jun 02, 2014

• The Elective Large Partnership Rules Jun 01, 2014

• Section 83(b), Section 409A, Section 457A and Subchapter K May 31, 2014

• Circular 230 and Other Recent Tax Shelter Developments May 30, 2014

• Bankruptcy Tax Issues May 29, 2014

• Real Estate Investment Trusts 101 May 28, 2014

• Handling Partnership and LLC Compensatory Interests May 27, 2014

• Taxation Without Authorization: The Proposed Dividend Equivalent Withholding Regulation Under Section 871(M) Apr 01, 2014

Events

• Tax Planning for Domestic & Foreign Partnerships, LLCs, Joint Ventures & Other Strategic Alliances 2014 May 20, 2014

• Tax Planning for Domestic & Foreign Partnerships, LLCs, Joint Ventures & Other Strategic Alliances 2013 May 21, 2013

Experience

Representative Experience and Clients

Most recently, Linda played a leading role on behalf of her clients in the following high-profile transactions, representing:

•Salix Pharmaceuticals in its terminated combination with Cosmo Technologies, a subsidiary of Cosmo Pharmaceuticals, to form Salix Pharmaceuticals, plc.
•Acorda Therapeutics in its pending acquisition of Civitas Therapeutics.
•Elan Pharmaceuticals, PLC in its tax-free distribution of its stock of Prothena.
•Procter & Gamble Co. in its sale of the Pringles Group to Kellogg.
•Procter & Gamble Co. in the proposed tax-free distribution and acquisition of its snack business to Diamond Foods Inc.
•JPMorgan in Dell Inc.'s proposed acquisition by Michael Dell and Silver Lake Partners.
•Vertis Holdings in connection with its section 363 sale to Quad/Graphics.
•Quest Software, Inc. Chairman and CEO Vincent Smith in the $2.4 billion sale of Quest Software to Dell Inc.
•Pfizer, Inc. in the sale of its Capsugel business to Kohlberg Kravis Roberts.
•Dayton Power and Light in its sale to AES Corporation.
•Pfizer, Inc. in its acquisition of King Pharmaceuticals, Inc.
•Icahn Global Enterprises as secured lender in the Blockbuster chapter 11 cases.
•United States Treasury Department in restructuring CIT.
•Pfizer, Inc. in its acquisition of the Wyeth Corporation.
•U.S. Department of Treasury counsel to the Presidential Task Force on the Auto Industry, including advising on the bankruptcy filings of General Motors and Chrysler.
•Procter & Gamble Co. in the tax-free distribution and immediate acquisition of its Folgers Coffee business by the J.M. Smucker Company.
•LyondellBasell Chemical Company as lead debtor's counsel in its chapter 11 case.
•Towers Watson & Co., in its acquisition of Extend Health Inc.
•Xerium Technologies, Inc. in its prepackaged chapter 11 cases.
•Caribbean Petroleum Corporation in its chapter 11 cases.
•Auto Task Force on General Motors' exposure to Delphi Corporation.
•Official Committee of Unsecured Creditors of Truvo USA LLC and its affiliates.
•JPMorgan Chase Bank, N.A. in the Centro Properties restructuring.
•JPMorgan Chase Bank, N.A. in the Stations Casino chapter 11 cases.
•Northwest Airlines Corporation in its chapter 11 cases.
•Xstrata in the sale of its aluminum business to Apollo Management.
•CVC Capital Partners Group on its proposed acquisition of Barclays' iShares unit.
•RGIS Holdings LLC in connection with its acquisition by The Blackstone Group.
•Pfizer Inc. in the sale of its consumer healthcare business to Johnson & Johnson.
•St. Vincent's Catholic Medical Centers in its chapter 11 reorganization case.
•Procter & Gamble Co. in its acquisition of The Gillette Co.
•Pfizer Inc. in its acquisition of Pharmacia, Inc.
•Storage Technology Corporation in its acquisition by Sun Microsystems.
•The Quaker Oats Company in its acquisition by PepsiCo, Inc.
•Pfizer Inc. in its hostile takeover of Warner-Lambert Co.

She has also represented Agilent Technologies, The Boeing Company, Bristol-Meyers Squibb, Brunswick Corporation, CBS, Conseco, Del Laboratories, Dreamworks, Dow Jones, ITT Corporation, Mack-Cali, McKesson, Olin Corporation, Palm Inc., TIAA-CREF, Time Warner, Toys 'R' Us, US Industries, and each major investment bank.

Newsletter

Quorum

• Quorum: March 2014

 
Biography

Linda Swartz, the Chair of Cadwalader's Tax Group, focuses her practice on structuring complex global mergers and acquisitions, spin-offs, joint ventures, and restructurings, and on foreign tax planning strategies. She also has considerable experience advising clients on financings, derivative transactions, and executive compensation issues.

Awards and Honors

Linda is consistently recognized by industry publications and independent commentators as one of the leading corporate tax lawyers in the country, including by:

•Tax Directors Handbook - named as one of the 16 Top U.S. Tax Advisors
•Chambers USA - Selected as a Leading New York Tax Lawyer
•The Legal 500 - Selected as a Leading Lawyer
•International Tax Review - Selected as a Leader in U.S. and International Tax
•International Who's Who - Selected as a Leading Corporate Tax Lawyer
•Euromoney Publications - Selected as a Leading U.S. Tax Lawyer
•Expert Guides - Selected as a Leading Woman in Business Law
•Guide to the World's Leading Women in Business Law: Tax
•ICFM - Selected as one of the Top 500 Global Lawyers
•Super Lawyers - Selected as one of the Top 50 Women Lawyers in New York City
•Avenue Legal Elite - Selected as one of New York City's Top Women Attorneys
•Who's Who Legal: Corporate Tax
•Who's Who in the World
•Who's Who of American Women
•Who's Who in American Law
•Best Lawyers
• Martindale Hubbell (AV-rated)

Articles, Publications and Speaking Engagements

Linda frequently speaks and writes on transactional tax issues. Her recent articles include:

• Global Tax-Free Deals: Mergers, Acquisitions and Spins at Home and Abroad
• Multiple Step Acquisitions: Dancing the Tax-Free Tango
• Big A, Little C: Baby Steps Toward Modernizing Reorganizations
• ABCs of Cross-Border Derivatives
• A Layman's Guide to LLC Incentive Compensation
• To Disclose or Not to Disclose: Tax Shelters, Penalties, and Circular 230 in 2014
• New Consolidated Attribute Reduction Regulations
• Partnership Bankruptcy Tax Issues
• Debt Exchanges
• 2010 Bankruptcy Tax Issues
• Section 83(b), Section 409A and Subchapter K
• Taxation Without Authorization: The Proposed “Dividend Equivalent” Withholding Regulations Under Section 871(m)
• Bankruptcy Tax 101
• Real Estate Investment Trusts 101
•Tax-Free Acquisitions: Rules of the Road
•Virtual Taxation

She also authors the chapters on Debt Exchanges in Collier on Bankruptcy Taxation (Matthew Bender) and Securities Lending Transactions in Taxation of Financial Institutions (Clark Boardman Callaghan). In addition to writing, she speaks on a broad range of topics, including each year at the PLI conferences on corporate, partnership, and real estate tax issues.

Professional Affiliations
•Chair, Corporate Tax Committee of Executive Committee, New York State Bar Association Tax Section
•Former Chair, Tax-Free Reorganizations, Bankruptcy, Consolidated Returns, Real Property, and Tax Accounting and Basis Committees, New York State Bar Association Tax Section

Education
•University of Pennsylvania Law School
J.D. 1987
•Bucknell University
B.A., magna cum laude, Phi Beta Kappa 1984

News Releases

• Cadwalader Advises Acorda Therapeutics on Merger Agreement to Acquire Civitas Therapeutics Sep 24, 2014

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

• Cadwalader Attorneys, Practices Recognized in 2015 Edition of The Best Lawyers in America Aug 18, 2014

• Cadwalader Advising Salix Pharmaceuticals in its Combination with Cosmo Technologies to Form Salix Pharmaceuticals, plc Jul 08, 2014

• Cadwalader Recognized Among Leading Firms in The Legal 500 US 2014 Jun 27, 2014

• Cadwalader Recognized in 2013 Edition of The Legal 500 US Oct 25, 2013

• 2014 Edition of The Best Lawyers in America Recognizes 44 Cadwalader Attorneys Across a Range of Practices Oct 22, 2013

• Super Lawyers 2013 New York Metro Edition Recognizes More Than 30 Cadwalader Attorneys Sep 18, 2013

• Super Lawyers Names Metropolitan New York Cadwalader Lawyers in More Than 20 Areas of Practice as Outstanding in Their Fields Oct 15, 2012

• 2013 Edition of The Best Lawyers In America Recognizes 45 Cadwalader Attorneys in Multiple Areas of Practice Oct 06, 2012

• The Legal 500 Recognizes More than 15 Cadwalader Practices and 47 of the Firm's Lawyers Across U.S. Offices Jun 06, 2012

• World Tax 2012 Names Cadwalader a Leader in Tax Nov 09, 2011

• Super Lawyers Taps More Than 40 Metropolitan New York Cadwalader Attorneys as Outstanding in Their Fields Sep 26, 2011

• 2012 Edition of The Best Lawyers In America Recognizes 45 Cadwalader Attorneys in 30 Areas of Practice Sep 06, 2011

• The Legal 500 U.S. Recommends Cadwalader in 13 Areas of Practice and Highly Ranks More Than 50 Attorneys Jun 01, 2011

• The Best Lawyers In America Recognizes 37 Cadwalader Attorneys in 21 Areas of Practice Aug 04, 2010

• Cadwalader Practices Commended by US Legal 500 Jun 16, 2010

• Cadwalader Named to Winner's Circle at M&A Atlas Awards Feb 24, 2010

• Cadwalader Transaction Named IDD Deal of the Year Feb 12, 2010

• Tax Directors Handbook Names Linda Z. Swartz Among Top Tax Advisers in the World Dec 04, 2009

• 2010 Edition of The Best Lawyers In America Recognizes Numerous Cadwalader Attorneys Aug 07, 2009

• Cadwalader Lauded in Multiple Practices in Chambers USA Jun 12, 2009

• Cadwalader Receives High Marks from The Legal 500 Jun 03, 2009

Recent Press

• Will the New Congress Change the Tax Code? Nov 04, 2014

• $55B AbbVie Deal Collapse Boosts Anti-Inversion Campaign Oct 17, 2014

• Tax Attorneys Warn Anti-Inversion Effort May Backfire Jun 06, 2014

• Dealmakers Ignore Tax Limit Plan Spurred by Pfizer Bid May 27, 2014

• Inversion Moratorium Sets Up Tax Reform Negotiations May 22, 2014

• IRS Guidance Expected on Dual Partner/Employee Status May 21, 2014

• The Deal Shining a Light on Tax Schemes May 19, 2014

• $100B Pfizer Tie-Up Plan Puts Focus on U.S. Corporate Exodus Apr 29, 2014

• Pfizer Move to Join Tax-Driven Deal-Making Raises Red Flags in U.S. Apr 28, 2014

• GE, Valeant Deals Spurred on by Tax Rules that Favor Foreign Assets Apr 25, 2014

• Activists Eye Inversion Deals as New Bargaining Chip Apr 15, 2014

• Tough Corporate Tax Outlook Fueling 'Inversion' Deals Mar 13, 2014

• Fenwick Advises Diamond In $2.3B Pringles Purchase Apr 05, 2011

• Cadwalader, Simpson Thacher, White & Case on $2.38B KKR-Pfizer Deal Apr 04, 2011

• Cadwalader, Covington Handle Pfizer's King Pharmaceuticals Buy Oct 12, 2010

• New Deals - Lawyers on Major Transactions Jan 29, 2009

• A Long Weekend for Cadwalader, Simpson and Wachtell Jan 26, 2009

Recognition

• Cadwalader Attorneys, Practices Recognized in 2015 Edition of The Best Lawyers in America Aug 18, 2014

• Cadwalader Recognized Among Leading Firms in The Legal 500 US 2014 Jun 27, 2014

• Chambers and Partners USA 2014 May 23, 2014

• Cadwalader Recognized in 2013 Edition of The Legal 500 US Oct 25, 2013

• 2014 Edition of The Best Lawyers in America Recognizes 44 Cadwalader Attorneys Across a Range of Practices Oct 22, 2013

• Chambers and Partners USA 2013 May 24, 2013

• Super Lawyers 2012 Oct 15, 2012

• The Best Lawyers In America 2013 Oct 06, 2012

• Chambers and Partners USA 2012 Jun 07, 2012

• 2012 Legal 500 US Jun 06, 2012

• World Tax 2012 Nov 09, 2011

• Turnarounds & Workouts Names Cadwalader Partners 2011 Bankruptcy Tax Specialists Jun 20, 2011

Clients & Friends Memos

• M&A Update: Treasury Announces New Anti-Inversion Rules Sep 23, 2014

• M&A Update

 
ISLN903292724
 

Documents by this lawyer on Martindale.com

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M&A Update | Inversions: The View from Ireland
Christopher T. Cox,Paul Dunbar,Linda Z. Swartz,James C. Woolery, July 15, 2014
On June 25, 2014, Ireland’s Taoiseach (Prime Minister) Enda Kenny and Minister for Finance Michael Noonan, among others, met with Cadwalader Chairman-elect and Corporate Group Co-Chair James C. Woolery in Dublin regarding foreign direct investment in Ireland and, specifically, the recent...

M&A Update: Senator Levin Introduces Anti-Inversion Act
Christopher T. Cox,Linda Z. Swartz, May 29, 2014
On May 20, 2014, Sen. Carl Levin (D-MI) introduced the Stop Corporate Inversions Act of 2014 (the “Levin Bill”), which proposes significantly more stringent limits on the ability of U.S. companies to relocate outside the U.S. The Levin Bill, if enacted, would apply to transactions...

M&A Update: New Rules Will Limit Shareholders’ Tax-Free Treatment on Inversions
Linda Z. Swartz, April 29, 2014
In what may be the first of a series of steps, the government took decisive action today to ensure that shareholders of US companies inverting by merger must pay tax on the transfer of their US company shares if they hold a majority of the combined company’s equity.



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Linda Z. Swartz


New YorkNY 10281-0006




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