EXPERIENCE

David has represented U.S. and foreign companies in a wide range of financial transactions, including initial public offerings, secondary offerings, Rule 144A offerings and other private placements of debt and equity securities, bank financings, debt restructurings, activist defense and private equity transactions. He has extensive experience providing advice regarding corporate governance, disclosure and other requirements of the U.S. securities laws applicable to U.S. and foreign public companies. David’s clients include Alorica, A360 Media, ADP, Bowlero, Dana, InterDigital, LL Flooring, MagnaChip Semiconductor, Novawulf, NRx, Orion Engineered Carbons, Ovintiv, Party City, Red Robin Gourmet Burgers, Reservoir Media, Rollins, RXO, Standard BioTools, TeraWulf, Uber, Voya Financial, Worldwide Media Services Group and XPO. 

• A crypto-asset manager and bitcoin mining operator in an SEC registration of tokenized equity securities
• Automatic Data Processing, Inc. in its $5 billion spin-off of ADP Dealer Services, now called CDK Global, Inc. and in its successful proxy contest against Pershing Square Capital Management
• Bowlero Corp, an owner and operator of bowling entertainment centers, in its $2.6 billion business combination with Isos Acquisition Corporation, a special purpose acquisition company, to form a publicly listed company
• CDK Global, Inc., a provider of integrated information technology and digital marketing solutions to the automotive retail and adjacent industries, in its debt offerings totaling over $3.3 billion
• Dana Inc., an automotive technology company, in its high-yield debt offerings totaling over $3.8 billion
• Elanco Animal Health Incorporated, an animal health company that develops products and knowledge services to prevent and treat disease in food animals and pets, in its $7.6 billion acquisition of the animal health business of Bayer AG, an enterprise with core competencies in the life science fields of health care and nutrition
• The Goodyear Tire & Rubber Company, a tire manufacturer, in its $2.5 billion acquisition of Cooper Tire & Rubber Company, a tire manufacturer
• An ad hoc committee of noteholders of Neiman Marcus, one of the world’s largest omni-channel luxury fashion retailers, in (a) a recapitalization transaction involving the exchange of unsecured notes into a new series of third lien notes and preferred equity in MyTheresa, a luxury online retailer, and the issuance of new second lien notes and (b) the company’s subsequent prearranged chapter 11 case
• Reservoir Holdings, Inc., an independent music company, in its approximately $788 million combination with Roth CH Acquisition II Co., a special purpose acquisition company
• SVF Investment Corp. 3, a special purpose acquisition company sponsored by an affiliate of SoftBank Investment Advisers, in its merger with Symbotic LLC, an A.I.-enabled technology platform for the supply chain, to form a publicly traded company with a pro-forma equity value of $5.5 billion
• TeraWulf Inc., an ESG-focused cryptocurrency mining company, in its Nasdaq listing and multiple financing and equity capital markets transactions
• XPO, Inc. in its $2 billion spin-off of its tech-enabled brokered transportation business now called RXO, Inc.

Prior to joining Paul, Weiss, David served as counsel to Chairman William H. Donaldson and Chairman Christopher Cox of the U.S. Securities and Exchange Commission in Washington, D.C. and, prior to that, as senior counselor to the general counsel of the SEC. He was responsible for providing legal and policy advice on a variety of regulatory and enforcement matters, including securities offering reform, Section 404 internal control requirements, executive compensation disclosure, proxy access, market structure reform, corporate penalty guidelines, Fair Fund distributions, credit rating agency regulation, soft dollar regulation, mutual fund governance reform and hedge fund regulation. David has also served as an attorney-advisor in the general counsel’s office of the U.S. Department of the Treasury.

David is chair of the Securities Regulation Committee of the New York City Bar Association, and is a member of the American Bar Association, the Securities Industry and Financial Markets Association – Compliance and Legal Division, and the LL.M. Advisory Council of The Fletcher School of Law and Diplomacy. He serves on the boards of directors of the Regional Plan Association and Princeton in Africa and is currently serving as a steward of Power Ten New York and on the advisory board of Row New York. David is also recognized as a leading capital markets lawyer by The Legal 500.