About J. David Washburn

When business owners, boards of directors and investment bankers are tasked with buying or selling a sophisticated business enterprise, they call David Washburn. And should a controversy arise following closing, clients seek David out to fully understand their options, mitigate losses and plan their next steps. Having been recognized as one of the Best Lawyers in America since 2015 and as head of Katten's Corporate practice in Dallas, David is a true legal strategist who brings a passion for winning and a proven ability to get things done.

Unique experience coupled with an ability to solve problems

M&A transactions have become exponentially more complex in recent years. In addition, an increasing number of high value transactions are resulting in some form of post-closing controversy – whether as a result of a working capital true-up dispute; earn-out or other purchase price issue; indemnity claim; or alleged misconduct on the part of one of the parties. Armed with a rare "360-view" of these transactions, David utilizes his in-depth understanding of market trends, relevant case law and complex transaction structures, as well as his skills as a persuasive negotiator, to meet his clients' business objectives – whether that is getting the deal done on time, within budget and without controversy or securing a client's rights after the deal is already done, but controversy appears unavoidable.

Practice Focus

  • Leads buy- and sell-side change of control transactions as principle deal architect, negotiator and client contact
  • Creates and implements efficient serial acquisition programs
  • Proactively represents transaction participants in connection with post-closing disputes
  • Represents investors and businesses in connection with financing transactions
  • Handles complex corporate drafting

Representative Experience

  • Lead counsel in M&A transactions in a variety of industries including technology, aerospace, automotive, food and beverage, health care, oil and gas, manufacturing, distribution, timeshare, finance, and construction services.
  • Represent significant FinTech company in its sale to a publicly traded industry participant.
  • Represent ExploreUSA RV Supercenters in its sale to a private equity-led acquirer.
  • Represent Service Experts in numerous strategic M&A transactions.
  • Represent prominent SaaS developer in the insurance industry in its sale of equity to a technology-focused private equity firm.
  • Represent food manufacturer in its sale to a private equity-led acquirer. 
  • Represented one of the largest private investment firms in the world in its sale of a vacation ownership company. This created one of the nation's largest timeshare resort operators.  *
  • Represented one of the largest providers of recall management services to US automakers in the sale of the company to a publicly traded acquirer.  *
  • Represented three oil and gas gathering/marketing companies in their simultaneous sale to a diversified midstream MLP.  *
  • Represented a classified US drone manufacturer in the sale of the company, following an international sales process. *
  • Represented a high-tech automotive inventory management tool/software company in its sale to a private equity investor.  *
  • Represented one of the largest telematics providers in the world in the sale of the company.  *
  • Represented a vacation ownership company in its sale to one of the largest private investment firms in the world.  *
  • Represented a provider of smartphone applications in its sale.  *
  • Represented a leading global information and communications technology solutions provider in acquiring a memory enhancement product.  *
  • Represented buyers and sellers of various national and regional construction industry participants, 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, a turf field and sports track installer, and a large commercial and mechanical systems contractor).  *
  • Represented domestic interexchange carrier in acquiring a multinational telecommunications company.  *
  • Represented successful acquirer in a litigated contest for control of a high-growth, high-technology company.  *
* Experience prior to Katten

Publications

  • The Texas Corporation: Legal Aspects of Organization and Operation
    August 2014

Presentations and Events

  • Dallas Bar Association
    Understanding Post-Closing Litigation: Key Issues for M&A Lawyers
    July 21, 2017
  • Corporate Finance Associates, Annual Summer Conference
    Nuggets from a Sell-Side M&A Lawyer
    July 27, 2012
  • TCU, College of Entrepreneurship, Guest Lecturer
    Select Legal Issues for Entrepreneurs
    Spring 2012
  • Dallas Bar Association's Sixth Annual "M&A Nugget-Palooza"
    October 12, 2010
  • The General Counsel Forum's 4th Quarterly Event
    Advising Your Board of Directors: Current Issues and Trends
    September 29, 2010