Image of Derek Kershaw

Derek Kershaw

Partner

Email

derek.kershaw@aoshearman.com

Phone

+1 212 848 7964

Offices

New York

V-CARD
Derek advises clients on a range of areas of tax law.
His experience includes domestic and international transactional work, including mergers and acquisitions, joint ventures, private equity and hedge fund investments and structuring, REITs and other pass-through entities, and real estate.

Experience

Representative matters

  • Liberty Global plc in its $23.3 billion acquisition of Virgin Media plc.
  • The Dow Chemical Company in its $5 billion Reverse Morris Trust transaction with Olin for the Chlor-Alkali and Derivatives business and its disposition of Styron to Bain Capital, and advice to Dow on related tax matters.
  • Albemarle Corporation in its $6.2 billion merger with Rockwood Holdings, Inc. and its $3.2 billion sale of its Chemetall Surface Treatment Business to BASF, and advise to Albemarle on related tax matters.
  • B/E Aerospace, Inc. in its tax-free spin-off of its consumables business, KLX Inc., to shareholders, and in its subsequent sale to Rockwell Collins.
  • American Axle & Manufacturing Holdings, Inc. in connection with its $1.6 billion cash and stock acquisition of Metaldyne Performance Group Inc.
  • SunGard in a tax-free corporate division and in its subsequent sale to Fidelity Information Services.
  • Merrill Lynch & Co., Inc. in its acquisition by Bank of America Corporation.
  • City Office REIT in its formation and IPO on the NYSE.
  • Welsh Industrial Real Estate Investment Trust in connection with post-IPO offering.
  • China Investment Corporation in the formation of, and its acquisition of a 49% stake in, a private REIT.Norges Bank in the formation of, and its acquisition of a 49% stake in, multiple private REITs.
  • Qatar Investment Authority in a restructuring and partial sell-down of its interest in a private REIT.
  • Mitsui Fudosan Investment Advisors in connection with the formation of a private REIT.
  • Mountain Lion Mining, LLC in structuring a crypto mining JV and developing its business plan with the aim of qualifying for U.S. federal income tax benefits.
  • Winklevoss Capital Management, LLC in providing tax advice with respect to the structure of investments relating to Gemini Trust Company, LLC (a cryptocurrency exchange and custodian).
  • Coinbase, Inc. in negotiating a potential acquisition of a privately held operating company.

Published Work

  • Kershaw, D., Ferranti, K. 2023, “467 Leases: Maximizing Tax Benefits while Minimizing Bankruptcy Risks”, American Bar Association’s Spring 2023 eReport

Speaking Engagements

  • Panelist, Doing Deals: Construction & Development, Opportunity Zones Summit, June 2019
  • Co-presenter, Structuring Real Estate Investments, DC Finance New York Family Office Real Estate Investment Conference, October 2018

Qualifications

Admissions

New York, 2009

Academic

B.A., Philosophy, summa cum laude, College of William and Mary, 1997
M.P.P., Public Policy, University of California, Berkeley, 2003
J.D., New York University School of Law, 2008
LL.M., New York University School of Law, 2010
Notes Editor, N.Y.U. Law Review
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Disclaimer
A&O Shearman was formed on May 1, 2024 by the combination of Shearman & Sterling LLP and Allen & Overy LLP and their respective affiliates (the legacy firms). Any matters referred to above may include matters undertaken by one or more of the legacy firms rather than A&O Shearman.