William Calvin Smith III (Cal)

Partner

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William Smith

ATLANTA
T: +1 404 572 4875
F: +1 404 572 5100

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Cal Smith is a partner in King & Spalding’s Corporate Practice.  Mr. Smith’s practice focuses on mergers and acquisitions and other strategic corporate transactions for public companies.  His practice also consists of a broad range of corporate matters, including securities matters and corporate finance transactions. 

Mr. Smith was Corporate Secretary of Georgia-Pacific Corporation when it was acquired by Koch Industries, Inc. in a deal valued at $21 billion and has extensive experience dealing with boards of directors, corporate governance and management succession issues.

Representative Experience

  • Representation of Beazer Homes USA, Inc. in a number of capital market transactions, totaling over $2.0 billion;

  • Representation of AbitibiBowater, Inc., in a number of financing transactions; including its issuance of $413 million of senior secured notes and a concurrent exchange offer of $293 million in senior unsecured notes;

  • Represented Bowater Incorporated in its $8 billion merger with Abitibi-Consolidated Inc.;

  • Representation of The Home Depot, Inc. in multiple roll-up acquisitions since 2004;

  • Represented Georgia-Pacific Corporation in numerous transactions including:

    • The $810 million sale of Georgia-Pacific Corporation's building products distribution business to an affiliate of Cerberus Capital Management L.P.;

    • The $56 million sale of Georgia-Pacific Corporation's shortline railroads to Genesee & Wyoming Inc.;

    • The $790 million sale by Georgia-Pacific Corporation of a controlling interest in Unisource Worldwide Inc. to an affiliate of Bain Capital Partners, LLC;

    • The exchange of plywood plants and an oriented strand board plant between Georgia-Pacific Corporation and Louisiana-Pacific Corporation;

    • The spin-off and subsequent merger of Georgia-Pacific Corporation's timber business with Plum Creek Timber Company Inc.; and

    • The $850 million sale by Georgia-Pacific Corporation of a portion of its North American commercial tissue business to Svenska Cellulosa Aktiebolaget SCA (Publ).

  • Represented Gray Television, Inc in the $515 million purchase of 15 television stations from Stations Holding Company Inc.

  • Representation of numerous boards in connection with various corporate governance matters, including the investigation of stock option backdating, evaluation of take-private transactions, succession planning, contested independence determinations and shareholder proposal/corporate control issues.

Presentations and Speaking Engagements

  • “SEC’s Unbundling Rules Get Breath of Life,” Law 360, May 17, 2013

  • “Another Black Eye for Investment Banks and a Warning Shot,” M&A Law360, March 7, 2012

  • Presenter, “Special Committee Overview: A Guide for Corporate Counsel,” Corporate Counsel Institute, December 2008 (Atlanta, GA)

  • Presenter, “Negotiated Corporate Acquisitions,” Georgia Bar/ICLE Seminar, 2008 and 2009 (Atlanta, GA)

  • Presenter, “Corporate Governance Update” and “Form 8-K and other Disclosure Issues,” Glasser Legal Works' SEC Hot Topics Institute, Winter 2006 (Atlanta, GA)

  • Presenter, “The Continuing Quest for the Risk-Free MD&A in the Sarbanes-Oxley Environment”, SEC Institute's 20th Annual National Reporting Conference, August and November, 2004 (San Francisco, CA and San Diego, CA)

  • Presenter, “Accelerated and Enhanced 8-K Current Disclosure” and “Preparing the New MD&A”, Glasser Legal Works' SEC Hot Topics Institute Fall 2004 (Atlanta, GA)

Awards & Recognitions

  • Named a 2011 “BTI Client Service All-Star”

  • Winner of U.S. Client Choice Award for M&A and General Corporate as determined by International Law Office and Lexology (2013)

  • Named by Chambers USA as one of the leading Corporate/M&A lawyers in the State of Georgia (2008-2013)

  • Recognized in The Best Lawyers in America in Mergers & Acquisitions Law (2009-2013)

  • Selected as a Super Lawyer by Law & Politics and Atlanta Magazine for M&A excellence (2005-2013)

  • Named to Georgia Trend magazine's Legal Elite (2006-2013)

  • Selected as one of the top 14 young Atlanta lawyers “On the Rise” by The Fulton County Daily Report (2006)