Scott D. McKinney

Scott's practice focuses on securities matters, corporate governance and mergers and acquisitions. Scott represents issuers and investment banks in public and private financing transactions. He represents buyers, sellers, special committees, private equity sponsors and financial advisors in public and private M&A transactions, including in the bankruptcy context. He also regularly advises public companies regarding disclosure, governance, and other securities regulatory matters. Scott McKinney regularly writes and speaks on these corporate law topics.

• Represented special purpose acquisition company formed to acquire banks in $501 million private offering.
• Represented retail company in $827 million private exchange offer of senior notes for two series of outstanding notes and associated registered exchange offer.
• Represented consumer products company in $200 million Rule 144A/Regulation S offering of senior notes.
• Represented retail company in an underwritten $300 million senior notes shelf takedown public offering.
• Represented retail company in $1.1 billion waterfall debt tender offer for three series of notes, Rule 144A/Regulation S offering of €500 million in senior notes and $450 million in senior notes and associated registered exchange offer for the U.S. dollar-denominated notes.
• Represented utility company in $300 million Rule 144A/Regulation S offering of senior notes and associated registered exchange offer.
• Represented underwriter in connection with $500 million initial public offering by special purpose acquisition company.
• Represented financial advisor in cross border tender offer.
• Represented utility company in connection with universal shelf registration.
• Represented an owner of television stations in a $405 million Rule 144A/Regulation S offering of senior secured notes.
• Represented a finance company in $100 million private placement of common stock.
• Represented underwriter in $115 million follow-on/secondary public offering.
• Represented issuers in connection with consent solicitations.
• Represented the special committee of a New York Stock Exchange-listed company in connection with the negotiation of a management buyout.
• Represented a liquidating trust in connection with the sale of several television stations.
• Represented domestic retail companies in strategic acquisitions, dispositions and internal corporate restructurings.
• Represented an owner of television stations in the acquisition of one television station, the sale of two television stations and local services arrangements in two markets.
• Represented special committee of Nasdaq-listed company in connection with acquisition of majority ownership of an affiliate.
• Represented a private equity sponsor in a going-private transaction.
• Represents numerous public companies in a wide variety of securities regulation matters (including repurchase programs, SEC reporting and disclosure issues and stockholder meetings and proposals), corporate governance matters (including compliance with the Sarbanes-Oxley Act, related SEC rules and the NYSE and NASDAQ listing rules) and general corporate matters.

• Member, American Bar Association, Business Law Section, Federal Regulation of Securities Committee, Committee on Mergers and Acquisitions, and Corporate Governance Committee
• Member, Society of Corporate Secretaries and Governance Professionals