Bill Nelson


Education and Clerkships

J.D., University of Texas at Austin School of Law, 1997

M.A., Brown University, 1994

B.S., University of Texas at Austin, 1992, with honors

Bar Admissions



Bill Nelson is co-head of the Business Transactions section and co-chair of the Capital Markets and Securities Practice Group. His practice focuses on mergers and acquisitions, public offerings, including initial public offerings, private placements, monetization transactions, securities law compliance and corporate governance. His clients include United States, Canadian and other foreign exploration and production companies, master limited partnerships (MLP), oilfield services companies, insurance companies, hospitality companies and investment banking firms.

Speeches and Publications

  • “Buyer, Seller Perspectives in Current Climate,” M&A Insight 2013, Houston, TX, May 2, 2013.
  • "Corporate Law & Governance: Emerging Best Practices for Corporate Governance," Association of Corporate Counsel, Houston, TX, August 14, 2012.
  • “Let’s Go Shopping,” co-author, Lexology, January 18, 2012.
  • “When Less Can Be More,” Houston Business Journal, August 23, 2011.
  • Mergers & Acquisitions Panel, TIPRO Summer Conference, San Antonio, TX, August 5, 2011.
  • “What is a Special Committee of the Board of Directors and When Does Our Company Need One?,” co-author, Lexology, July 15, 2011.
  • “Top Ten Initial Considerations in a Going Private Transaction,” co-author, Lexology, June 15, 2011.
  • "Developments Involving Shareholder Access And Proxy Statement Disclosure," co-author, Journal of Securities Law, Regulation & Compliance, Volume 3, Number 3, April 26, 2010.

Featured Alert


SEC Focus on Commodity Prices and Form 10-Q/10-K Disclosure

The staff of the Securities and Exchange Commission’s Division of Corporation Finance, in connection with its review of periodic reports filed by exploration and production (E&P) companies in 2015, has recently issued a number of comment letters to these companies asking them to quantify the impact of low commodity prices on their proved reserves and results of operations...

Selected Client Representations

Capital Markets Transactions

  • Represented a private E&P company in a $300 million Rule 144A note offering and subsequent $150 million tack-on offering.
  • Represented an MJDS issuer in a $280 million public offering of stock and convertible notes.
  • Represented an insurance company in a $300 million public note offering.
  • Represented an upstream MLP in its $90 million initial public offering.
  • Represented a chemical company in a registered direct offering.
  • Served as underwriter's counsel in the $75 million equity offering for an oilfield services company.
  • Conducted an offer to exchange the target company's Rule 144A notes for those of the acquirer as part of a $200 million acquisition.
  • Represented a public technology company in the restructuring of its public debt.
  • Represented a privately held hospitality company in a $1.7 billion refinancing that included a Rule 144A offering.
  • Represented a privately held hospitality company in a $250 million senior note Rule 144A tack-on offering.

Public Mergers and Acquisitions

  • Represented a public oil and gas company in a $1.1 billion public company merger.
  • Represented a privately held hospitality company in its $180 million acquisition of a company operating high-end steakhouse restaurants.
  • Represented a private oil and gas company in the $150 million acquisition of a public company and associated financing.
  • Represented private equity funds in the $700 million acquisition of a public E&P company.
  • Represented a NYSE-listed company in a $1.2 billion management led-buyout.

Private Mergers and Acquisitions

  • Represented a private equity fund in its acquisition from a private E&P company of $750 million of oil and gas properties.
  • Represented an NYSE listed E&P company in its acquisition of the subsidiary of a Malaysian national oil company operating offshore Equatorial Guinea.
  • Represented a public hospitality company in the sale of more than 120 restaurants to a venture fund.
  • Represented a private biotech developer in the sale of its business to a large public company.
  • Represented a public chemical company in multiple acquisitions of chemical plants, including acquisitions in the United States, the United Kingdom, France, Italy, Singapore and Malaysia.

Professional and Community Activities

  • The Houston Police Foundation, Founder; Board Member; Secretary/Treasurer
  • Houston Livestock and Rodeo, Wine Committee; Committeeman
  • YES School, Oil & Gas Poker Tournament, Board Member
  • Brown Club of Houston, Board Member
  • University of Texas System's Chancellor's Council Executive Committee
  • National Association of Corporate Directors, Tri-Cities Chapter, Advisory Committee Member
  • The General Counsel Forum, Houston Chapter, Director
  • State Bar of Texas
  • Houston Bar Association

Professional Recognition

  • Selected for inclusion in Houston Business Journal's list of Who's Who in Energy, American City Business Journals, 2013
  • Chosen by Houston Business Journal, American City Business Journals, as a Top Legal Dealmaker, 2013
  • Selected for inclusion in Texas Super Lawyers - Rising Stars Edition, Thomson Reuters, 2006-2010

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