David J. Brandon

David Brandon has wide experience in domestic and international transactional tax matters, with a focus on cross-border mergers & acquisitions, reorganizations, spin-offs, investment structures, and joint ventures for middle-market businesses.

David has provided U.S. tax counsel to nonprofit and tax-exempt organizations on matters relating to global operations and maintaining tax-exempt status.

Before joining Stoel Rives, David was an associate and partner with a prominent firm where he co-led the firm’s international practice; and a tax consultant with Deloitte Tax LLP. David also served in the U.S. Navy.

Education

International Bureau of Fiscal Documentation, Advanced Professional Certificate in Transfer Pricing (APCTP), 2023

University of Washington School of Law, LL.M., Taxation, 2012

University of Washington School of Law, J.D., 2012

Gonzaga University, B.B.A., Economics, 2008, magna cum laude

Admissions

Idaho

Oregon

Washington

International Tax Planning

• Provided U.S. tax counsel to individuals, nonprofits, and companies from around the world and with respect to operations in a variety of countries, including, for example, in the Americas (Brazil, Canada, Chile, Colombia, Costa Rica, Mexico, Nicaragua, and United States), Africa and the Middle East (Ethiopia, Gambia, Ghana, Liberia, Rwanda, Saudi Arabia, Uganda, and United Arab Emirates), Asia (Australia, China, Malaysia, South Korea, and Japan), and Europe (Finland, France, Netherlands, Russia, and Sweden).
• U.S. tax counsel for Swedish technology and consulting group with respect to intragroup transfer pricing matters and U.S. federal income tax planning.
• U.S. tax counsel for U.S. distributor with respect to expansion of manufacturing and distribution facilities into Mexico.
• U.S. tax counsel for U.S. consumer products company with respect to expansion of manufacturing, distribution, and retail facilities in Nicaragua and Costa Rica.
• U.S. tax counsel for U.S. technology and software development company with respect to operations and expansion throughout Central and South America.

Domestic and Cross-Border Mergers, Acquisitions and Divestitures

• Tax counsel for publicly traded bank holding company in acquisition (by tax-free merger) of target company with assets of approximately $3.5 billion.
• U.S. tax counsel for Seattle-based global consulting and software company in sale to Dutch global consulting firm for approximately $47 million in cash and equity securities.
• U.S. tax counsel for Canadian automotive sales and services company in acquisition of substantially all the assets of Washington-based dealerships with over $70 million of assets.
• Tax counsel for publicly traded bank holding company in acquisition (by tax-free merger) of target company with assets of approximately $675 million.
• U.S. tax counsel for domestic energy storage solutions company in internal restructuring and subsequent sale of over $107 million of equity securities to private equity investors.
• Tax counsel for publicly traded bank holding company in acquisition (by tax-free merger) of target company with assets of approximately $840 million.

Nonprofit and Tax-Exempt Organizations

• Form nonprofit corporations and assist in obtaining federal tax exemption under Internal Revenue Code Section 501(c)(3) (charities), 501(c)(4) (social benefit organizations and homeowner associations), and 501(c)(6) (industry associations and chambers of commerce).
• Structure complex consolidation of multiple nonprofit corporations under umbrella of a single "parent" nonprofit corporation. Structure ancillary administrative services agreements and intercompany transactions.
• Advise with respect to international funding arrangements, expenditure responsibility, equivalency determinations, and global organizational structures.

Insights & Presentations

• “Financing Prep 101,” Boise Entrepreneur Week, October 2022
• “Digital Assets and Blockchain in M&A: Due Diligence, Key Provisions, Structuring Issues,” Strafford Publications, CLE webinar, July 2022
• “International Tax Update,” Oregon State Bar Taxation Section, Portland Lunch CLE series, January 2020
• “Federal, State, and Local Tax Update,” Oregon State Bar, Broadbrush Taxation: Tax Law for Non-Tax Lawyers seminar, October 2019
• “Lobbying & Political Activity-What You Need to Know,” Oregon Society of Certified Public Accountants, 2019 Not-For-Profit Conference, April 2019
• “Op-Ed: Tax-Advantaged Project Financing and Investment,” Daily Journal of Commerce, March 2019
• “How New Law Changes Taxation of Intellectual Property,” Vancouver-SW Washington Business Journal, June 2018
• “Ch. 3: Limited Liability Partnerships,” chapter author, Oregon State Bar, Advising Oregon Businesses, 2017 Edition
• “Ch. 4: Limited Partnerships,” chapter author, Oregon State Bar, Advising Oregon Businesses, 2017 Edition
• “Drafting Better LLC Operating Agreements,” Lewis & Clark Law School, November 2017
• “Planning a Spin-Off or Just Chasing Your Tail? Planning a Tax-free Spin-Off Under Section 355,” Eugene-Springfield Tax Association, October 2017
• “How to Divide a Business Without Unnecessary Pain and Only a Little Tax Planning,” Portland Business Journal, October 2016

• Named to Idaho Business Review’s Accomplished Under 40 list, 2023
• Included in Best Lawyers^®: Ones to Watch in America (2021–2023) and The Best Lawyers in America^® (Tax Law), 2024
• Listed among Rising Stars (Tax, International, Mergers & Acquisitions) Oregon Super Lawyers^®, 2017–2023

Professional

• American Bar Association, Member
  • International Law Section
    • International Law Section, International Tax Committee, Steering Group Member
  • Taxation Section
    • U.S. Activities of Foreign Taxpayers and Tax Treaties Committee, Vice-chair, 2023–present
    • Transfer Pricing Committee, Member
• Idaho State Bar (Taxation, Probate & Trust Section), Member
• Oregon State Bar (Taxation Section), Member
  • Executive Committee, 2020–present
  • Laws Committee, former Member
• Washington State Bar Association (Tax Section), Member
• Oregon State Bar, Tax Section Mentor of the Year, 2018

Civic

• University of Idaho College of Law, Adjunct Professor (Mergers & Acquisitions), Spring 2024
• Boise State University, Adjunct Professor (International Tax), Summer 2023
• Kinect Capital, Business Mentor, 2022–present
• Boise Entrepreneur Week, Planning Volunteer and Speaker, 2022
• University of Idaho College of Law, Entrepreneurship Law Clinic, Guest Lecturer, 2022–2023
• Lewis & Clark Law School, Small Business Legal Clinic, Pro Bono Attorney 
  • Pro Bono Attorney of the Year, 2017
• Serendipity Center Inc., former Board Member
• University of Washington School of Law, Entrepreneurial Law Clinic, Guest Lecturer, 2014