Donald Ainscow

Senior Counsel
Norton Rose Fulbright US LLP

Dallas
United States
T:+1 214 855 7137
Dallas
United States
T:+1 214 855 7137
Donald Ainscow

Donald Ainscow

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Biography

Donald Ainscow practices general corporate and securities law, primarily focused on representing US and foreign companies in connection with mergers and acquisitions, debt and equity financings and securities law compliance. Donald also represents a number of venture capital funds, private equity funds and other private investors in connection with their investments in early stage companies and exit transactions.

In his practice, Donald has represented public, private and start-up companies in a broad range of industries in the negotiation and execution of a wide variety of acquisition and disposition transactions, including public and private company mergers, stock acquisitions, asset acquisitions and divestitures, and has advised on defensive strategies, fiduciary duties of directors and other related matters. Donald has represented companies in securities transactions from initial funding, through venture financing rounds and in public and private offerings, including initial public offerings, primary and secondary public offerings, SPAC transactions, Rule 144A debt offerings, exchange offers, PIPEs and other private placements. Additionally, Donald has extensive experience in counseling public companies and their directors and officers concerning various aspects of federal and state securities laws, including SEC reporting obligations and public disclosure issues, proxy solicitations, stock exchange listing requirements and corporate governance matters.


Professional experience

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LL.M., Duke University School of Law, 2005
LL.B., with honors, University of Warwick, England, 2004

Donald's four year English law degree included one year's study of German commercial laws on an Erasmus scholarship at Giessen University, Germany.

  • New York State Bar
  • Texas State Bar
  • Mergers and Acquisitions. Donald's recent experience includes advising:
    • Medidata Solutions, a market-leading clinical cloud solutions company, in its merger with French software company Dassault Systèmes in a deal worth $5.8 billion on an enterprise value basis
    • Quarterhill, a Canadian public technology holding company, in its acquisition of Electronic Transaction Consultants, a leading Texas-based intelligent transportation systems provider for $150 million in cash
    • Alcon, a leading eye care company, in its acquisition of a medical device company for up to $250 million in cash and contingent consideration
    • Osisko Gold Royalties in the acquisition of the San Antonio mining project in Sonora, Mexico from Gerald Metals
    • Bausch Health (formerly Valeant Pharmaceuticals), an international pharmaceutical company, in connection with certain divestitures of its product lines
    • Rofin-Sinar, a manufacturer of high-performance industrial laser sources, in its $942 million sale by public merger to a competitor
    • Vanderbilt University Medical Center in relation to its separation from Vanderbilt University
    • Medidata Solutions, a market-leading clinical cloud solutions company, in a number of acquisitions of early-stage software companies
    • an India-based BPaaS provider in its sale to a consortium of US financial buyers
    • a Japanese multinational manufacturer in its acquisition of a US cutting tool company
    • EPN Group in connection with a $1.4 billion deal to sell 47 shopping centers across the United States to a joint venture between New York-based Blackstone Real Estate Partners and Ohio-based DDR Corp.
    • an industrial brand management company based in South Africa in connection with the sale of its materials handling business in the southern United States for approximately $60 million in cash
    • a U.S. defense company in connection with its acquisition of a cyber-security and data management business for $124 million in cash
    • a business-to-business provider of media information in its sale to a leading digital entertainment company for $16.5 million in cash
    • a leading provider of natural tissue-based orthopedic and surgical implants in its acquisition of a bio-implant and medical device provider for approximately $263 million in stock
    • a leading point-of-sale terminal provider in its sale to a U.S. electronic payment technologies company in a cross-border merger for approximately $793 million in cash and stock 
  • Debt and Equity Financings. Donald's recent experience includes advising:
    • an oil and natural gas E&P company in its proposed de-SPAC transaction with Nasdaq listed SPAC
    • a leading provider of telemedicine technologies and services in its proposed Nasdaq direct listing
    • Source Energy Services, a Canadian public technology holding company, in its private placement of $50 million principal amount of 10.5% senior secured first lien notes
    • a leading private equity firm in the Asia-Pacific region as the majority selling shareholder in the $98 million IPO of a leading provider of precision optical, electro-mechanical and electronic manufacturing services, as well as in a $236 million secondary public offering
    • Universal Health Services, one of the nation's largest hospital management companies, in a Rule 144A/Regulation S offering of $250 million of senior notes and registered exchange offer
    • Mistras Group, a leading global provider of technology-enabled asset protection solutions, in the $125 million IPO and listing on the NYSE, as well as in its $60 million follow-on public offering
    • Medidata Solutions, a market-leading clinical cloud solutions company, in the $101 million IPO and listing on NASDAQ, as well as in its $95 million follow-on public offering
    • Universal Health Realty Income Trust, a NYSE-listed healthcare REIT, in connection with a $50 million at-the-market equity offering program
    • numerous dual-listed Canadian public companies in a variety of securities matters
  • Rising Star, Texas, M&A, IFLR 1000 United States, Euromoney Institutional Investor PLC, 2020 - 2021
  • Texas Rising Stars, Mergers & Acquisitions, Thomson Reuters, 2019 - 2021
  • New York Metro Rising Star, Thomson Reuters, 2011 - 2017
  • Panelist, Duke Law School's Business Law Society Symposium, February 2017
  • Co-panelist, "M&A in 2012: Update on Fiduciary Outs in M&A Transactions," Fulbright & Jaworski L.L.P. web seminar, January 19, 2012
  • French
  • German