J. David Washburn

Mergers and Acquisitions

David's M&A practice is distinguished by the fact that he is routinely engaged by Boards, Senior Management, investment bankers and other counsel who are tasked with managing a complex or usual M&A transaction. Mr. Washburn has been noted by The Legal 500 (a directory of leading practitioners compiled on the basis of peer and client referrals) as a "key figure" in the Central United States for M&A transactions (2008, 2009 and 2012). In 2009, The Legal 500 reported: "His straight-forward, goal-oriented, 'place-the-client's-objectives first' attitude is refreshing and places him in a very small elite of attorneys. He always delivers prompt, courteous, best practice services." In 2012, David was elected by his peers as one of the "Best Lawyers in Dallas."

David: 

• represented Pecos Gathering and Marketing, Black Hawk Gathering and Striker Oilfield Services in their sale to NGL Energy Partners;
• represented Composite Engineering, Inc. (U.S. drone-maker) in its sale to Kratos Defense & Security Solutions Inc. Transaction was recognized as the Aerospace and Defense "Deal of the Year - 2012;"
• represented vAuto, Inc. (a high-tech automotive inventory management tool and the second fastest growing software company in the country) in its sale to AutoTrader.com;
• represented ATX Group (following Onstar, the second largest telematics provider in the world) in its sale to Cross Country Automotive Services;
• represented Silverleaf Resorts (a publicly traded timeshare company) in its sale to Cerberus;
• represented Handango in its sale to PocketGear in a transaction that created the world's largest cross platform, open app store for mobile content;
• represented Huawei Technologies in its acquisition of Cognigene;
• represented a “top five” domestic interexchange carrier in the acquisition of a multinational telecommunications company;
• represented the successful acquiror in a litigated contest for control of a high-growth, high-technology company;
• represented buyers and sellers of various construction companies—both bonded and unbonded (including a manufacturer of high-rise and commercial construction components, a high-power line installation and service company, a bridge and infrastructure company, and a turf field and sports track installer);
• represented numerous public companies in M&A transactions, including the merger of the world’s leading technology services company; and
• represented scores of other private sellers and buyers of “middle-market” businesses valued between $10 million and $500 million (including those in the aerospace and defense, medical devices, biotechnology, software, distribution, food products, online services, manufacturing and services industries).

Governance

David’s governance-related experience includes:

• representing companies with FCPA investigations and inquiries;
• representing clients (both employers and whistleblowers) in connection with internal investigations including as it relates to purported accounting fraud (including revenue recognition, channel stuffing and earnings management claims); employee embezzlement; insider trading; and Sarbanes-Oxley violations; and 
• representing clients in connection with regulatory review proceedings.

David also represented a number of special committees, individuals and companies in connection with stock option backdating investigations; including some of the most high-profile cases in the country.

Securities Offerings

David has handled the initial public offering of numerous clients in a variety of industries including high technology, telecommunications, banking, manufacturing and service.

He has also handled numerous:

• private placements;
• preferred stock financings for issuers and private equity investors;
• secondary and PIPE transactions; and
• 144A transactions, including the first Trust Originated Preferred Securities Offering outside of New York.