William J. McDonough

Acquisitions

• Represented Acelity, Inc., a leading global medical technology company focused on advanced wound care and specialty surgical applications, and its KCI subsidiaries in the sale of its business to 3M for approximately $6.725 billion. As part of the transaction, KCI will be integrated into 3M’s Medical Solutions business.
• Acted as co-counsel with Skadden Arps (Chicago) in an acquisition by means of a tender offer and follow on short-form merger pursuant to Delaware law with a transaction value of approximately $1.7 billion. The transaction also involved the financing of the acquisition and the refinancing of our client’s existing Senior Credit Facility for a combined financing of approximately $2.0 billion, comprised of $690 million of convertible senior notes and a $1.3 billion senior credit facility. The acquisition was significant to the client because it established the client as a leader in the rapidly growing bio-surgery market and provided a significant diversification and expansion of the client’s business portfolio and long-term revenue and earnings growth.
• Representation of a $250 million bank holding company in connection with its acquisition by a regional bank holding company.
• Representation of London Stock Exchange Company in an approximate $160 million stock and asset acquisition of the largest privately owned United States pest control business. Transaction was significant due to its strategic importance to client, as target would become platform for North American growth in this industry.
• Representation of a closely held regional grocery store chain in the cash acquisition of a regional convenience store chain with a transaction value of approximately $30 million and the concurrent establishment of a $150 million credit facility and the redemption of $30 million of previously issued senior subordinated notes. The acquisition was significant for the client because it provided the client with a greater footprint for its retail fuel operations.
• Representation of a bank holding company with total assets of approximately $75 million in connection with an acquisition by a publicly traded regional multi-bank holding company.
• Representation of a publicly held financial holding company in numerous acquisitions of both public and private companies ranging in size from $100 million to $2.8 billion.
• Representation of a private diversified holding company in the acquisition of a line of business from largest publicly held poultry corporation in the United States, with a transaction value of $50 million.
• Representation of a privately owned international investment manager in the acquisition of a 25 percent indirect managed share of an investor-owned water utility that owns and operates water and wastewater infrastructure in Alabama, California, Oklahoma, Oregon, South Carolina, and Texas.

Divestitures

• Representation of private family owned retail and commercial fuel and lubricant distributor in the divestiture of all of its lines of business in a series of transactions valued at approximately $110 million.
• Representation of a leading global medical technology company in the disposition of a business division to a strategic buyer in a transaction valued at approximately $275 million, subject to certain adjustments. The disposition allows the client to focus on core business growth.
• Representation of a private family owned company in connection with asset sale to Sunoco of a convenience store chain primarily distributing Exxon, Shell, and Valero branded fuel together with a number of dealer accounts to which the company supplied branded and unbranded fuel.
• Representation of London Stock Exchange Company in the disposition of its United States security guard and electronic security divisions with a transaction valued at approximately $75 million.

Initial Public Offering

• Representation of an equipment manufacturer and certain selling shareholders, as co-counsel in both its $621 million initial public offering, and a $665 million follow-on secondary offering.

Recapitalization

• Representation of an equipment manufacturer, as co-counsel, in an approximately $950 million leveraged recapitalization in the United States and Europe involving the (i) issuance and sale of an aggregate of $205.0 million principal amount of Senior Subordinated Notes, (ii) establishment of a $480.0 million senior secured credit facility, (iii) redemption of $200.0 million of previously existing Senior Subordinated Notes, (iv) issuance and sale of $263.8 million of Convertible Preferred Stock and (v) cash tender offer to repurchase $589.0 million of client’s common stock and vested stock options.

Going-Private Transaction

• Representation of a publicly held international equipment manufacturer in its “going private” recapitalization involving a concurrent tender offer and sale of shares and subsequent cash-out merger with a transaction value of approximately $900 million; issuance of $200 million of senior notes in a Rule 144A private placement; and establishment of a $350 million credit facility.

ESOP Transaction

• Representation of a regional grocery store chain in a concurrent cash-out merger and formation of employee stock ownership plan, with a transaction value of approximately $125 million, including related private placement of $43 million of senior and subordinated notes and the establishment of a $47 million credit facility.

Refinancings

• Refinancing of existing first lien credit facility and senior subordinated notes with $145 million first lien and second lien credit facilities. Transaction is significant because of its importance to client’s financial strategy.
• Refinancing of existing credit facility with $500 million senior secured revolving credit facility. Transaction was significant because of its strategic importance to client, as credit facility was designed to provide maximum flexibility to accommodate client’s growth strategy.

Securitization

• Representation of credit unions in the securitization of $425 million of financial assets.

Land Use Settlement/Agreements

• Representation of the City of Austin in the settlement of land use litigation regarding 3,000+ acres over the Edwards Aquifer Recharge Zone. The settlement involved the use of restrictive covenants, private agreements and innovative conservation easements to effectuate a private regulatory scheme governing land use should the Legislature ever revoke the municipality’s regulatory authority over the property.

• Chambers USA: America’s Leading Lawyers for Business
  • Ranked for Corporate/M&A – Texas: San Antonio & Surrounds, 2021-2022
• The Best Lawyers in America (Woodward/White Inc.), 2021-2023
  • Lawyer of the Year – San Antonio, Mergers and Acquisitions Law, 2023
  • Corporate Law, 2023
  • Mergers and Acquisitions Law, 2021-2023
  • Securities / Capital Markets Law, 2022-2023
• “Top Attorneys” List, Securities Law, San Antonio Magazine, 2019
• “Best S.A. Lawyers” List, San Antonio Scene, 2008-2011, 2017-2022
  • Business & Corporate
  • Mergers & Acquisitions
  • Securities & Corporate Finance
• Distinguished, Martindale-Hubbell
• Outstanding Lawyer, San Antonio Business Journal, 2012

• State Bar of Texas
• American Bar Association
• San Antonio Bar Association
• Real Estate Council of San Antonio
• Texas Wildlife Association, former Director