The following is an excerpt from Practice Perspectives: Vault's Guide to Legal Practice Areas.
Steven J. Matays, Partner—Tax
Steven J. Matays is the head of Skadden’s New York Tax practice. He represents clients on a wide range of U.S. and international tax matters, with a particular emphasis on mergers and acquisitions, spin-offs and other divestitures, complex debt and equity offerings, corporate and partnership restructurings, and joint ventures.
Mr. Matays has been selected repeatedly for inclusion in Chambers USA: America’s Leading Lawyers for Business and was named as a 2019 Tax MVP by Law360. He is a long-standing member of Skadden’s Hiring and Summer Associate Committees. Mr. Matays completed his J.D. at Harvard Law School and received his A.B. from Princeton University.
Describe your practice area and what it entails.
My practice focuses on advising clients on the tax aspects for a broad range of transactions, including mergers and acquisitions, spin-offs and other divestitures, complex debt and equity offerings, corporate and partnership restructurings, and joint ventures.
What types of clients do you represent?
Skadden’s broad and diversified Tax practice has given me the opportunity to represent a wide range of clients, both public and private, with many of them focused in the media, telecommunications, sports, and technology industries.
What types of cases/deals do you work on?
Some of my more recent notable matters include advising:
- Twenty-First Century Fox, Inc. in its $71.3 billion acquisition by the Walt Disney Company and the related pre-merger spin-off of certain news, sports, and broadcast businesses.
- Sprint Corporation (as co-counsel) regarding the regulatory aspects of its $59 billion merger with T-Mobile US, Inc.
- Worldpay in its $43 billion merger with FIS.
- Ecolab in the tax-free spin-off of its upstream energy business and its $4.4 billion combination with Apergy.
- Rockwell Collins, Inc. in its $30 billion acquisition by United Technologies Corporation.
- Viagogo Entertainment in its pending $4 billion acquisition of StubHub from eBay.
- DST Systems, Inc. in its $5.4 billion acquisition by SS&C Technologies Holdings, Inc.
- Ash Grove Cement Company in its $3.5 billion acquisition by CRH plc.
- Pinnacle Entertainment, Inc. in its $2.8 billion acquisition by Penn National Gaming, Inc.
- Bruce Sherman, as part of an ownership group led by former New York Yankee Derek Jeter, in the $1.2 billion acquisition of Major League Baseball’s Miami Marlins.
How did you choose this practice area?
The firm encourages summer associates to explore multiple practice areas by trying a variety of assignments. This was very beneficial to me when I was a summer associate at Skadden because I was able to take on work from both the M&A and Tax groups. I ultimately chose tax. Although this was a difficult choice for me, tax offered me exposure to an area of the law I found both interesting and challenging, while at the same time affording me the opportunity to work regularly on mergers and acquisitions.
What is a typical day like and/or what are some common tasks you perform?
Every day is unique. As sure as the sun rises every morning, each day inevitably branches in unforeseen and unexpected directions. My day typically involves coordinating with other Skadden attorneys across practice areas and offices in order to provide comprehensive solutions to our clients’ complicated and novel problems.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
Taking both Individual and Corporate Income Tax in law school is a solid start to a tax lawyer’s education. If you can fit other law school tax classes into your schedule, such as International Tax and Partnership Tax, those will give you a further leg up. Very few tax lawyers at big law firms are CPAs, but it is helpful that our group includes a few people with this background.
What is the most challenging aspect of practicing in this area?
The biggest challenge is applying a constantly changing and often patchwork legal framework to clients’ real-world fact patterns to figure out the “right” solution.
What misconceptions exist about your practice area?
We do not prepare tax returns for clients, nor do we have a “busy” season. After 20-plus years, most of my family now knows this.
What is unique about your practice area at your firm?
With extensive experience at the U.S. Department of the Treasury and the IRS, as well as on congressional tax writing committees, our tax attorneys are highly skilled in handling intricate tax issues, with the goal of reaching creative and value-added solutions tailored to each client’s specific needs. The unique breadth of our transactional tax practice and our geographical reach have allowed us to represent a broad array of public and private companies in connection with mergers and acquisitions, post-acquisition integration transactions, cross-border and global internal restructuring transactions, spin-offs, and joint ventures.
We are one of the nation’s leading tax controversy practices, and clients turn to us to resolve large, complex, and global tax controversy and litigation matters. We represent corporations, partnerships, estates, individuals, and government entities facing every kind of tax liability, including income tax, estate tax, and excise tax. We regularly work with our clients to resolve their disputes quickly and privately through the administrative process. In addition, our highly regarded tax litigators have experience representing clients in many of the most significant tax cases in the U.S.
In what ways has the coronavirus pandemic affected your practice? How have you adjusted to lawyering in the wake of COVID-19?
Although the pandemic has negatively impacted all of our lives, it actually has had very little impact on my practice, save for the lack of in-person meetings and brainstorming sessions. As such, the biggest adjustment has been finding ways to make video conferences and phone calls as productive as the in-person meetings they have replaced. The changing landscape resulting from the pandemic has only intensified our focus on proactive thought leadership.