As businesses grow, they often face new challenges and issues. They outgrow their existing capacity, their business and lending relationships, and organizational structures. We help them through all phases of a business life cycle—from formation, through expansion, acquisitions and beyond.
William M. Umbach advises businesses on a full range of legal matters, including commercial transactions, mergers and acquisitions, entity formation, governance, restructuring, business planning, corporate divisions, recapitalizations and divestitures. With advanced training in taxation, he is able to help his clients organize, manage and reorganize their businesses to adapt to the changing business climate and to structure transactions in a tax-advantageous manner. Will also advises on lending transactions, including setting up new entities and representing borrowers when financing and refinancing credit facilities.
Will has advised clients in a variety of industries, including textiles, marine and other types of manufacturing, automobile and boat dealerships, and health care entities of various types, including large physician medical practices and hospital trust services companies. His clients range in size from individuals navigating local markets to Fortune 100 companies with more than $1 billion in annual revenue, and he currently serves as outside general counsel for a leading manufacturer with locations in four U.S. states, China and India, as well as other companies in the manufacturing, fitness amenities and appraisal services industries.
“ I enjoy helping clients navigate the law as necessary to best achieve their business goals. Sometimes a client has complex issues, and I enjoy doing complex deals, but my goal is always to achieve those goals in the most straightforward and cost-effective way possible. ”
- New York University School of Law, LL.M., 2011
- University of South Carolina School of Law, J.D., 2010
- Duke University, B.A., 2004
- South Carolina
- South Carolina
Will is active in the community, performing pro bono work for a charitable entity that provides affordable housing for low-income families and another that runs a group residence for children.
Areas of Practice
- South Carolina Rising Stars® (by Thomson Reuters) Mergers & Acquisitions 2020
- Top Attorney, Columbia Business Monthly Legal Elite of the Midlands, 2017
- Legal Elite of the Midlands, Columbia Business Monthly, 2016-2017
Professional Affiliations & Memberships
Will is an active member of the Taxation sections for both the American Bar Association and South Carolina Bar and currently serves as a Council Member of the South Carolina Bar, Tax Law Section.
- Representation of Fibrix, LLC, a leading manufacturer of nonwoven products and materials, in the spin off and sale of its air filtration division to an affiliate of Branford Castle Partners, LP, a private equity firm.
- Representation of Unified Women’s Healthcare, an organization providing management services to Ob-Gyn practices, in the acquisition of Lucina Analytics, the developer of a leading women’s maternity analytics platform.
- Representation of Andover National Corporation in acquisition of 60% interest in ANC Green Solutions I, LLC, a key regional player in pest control and commercial landscape services.
- Representation of oil and gas exploration and production company in $75 million acquisition of Uinta Basin assets and related debt and equity financing.
- Structured and negotiated multimillion-dollar sales and acquisitions of stock and assets of ongoing businesses, including representing certain members of a business’ management team in a $20+ million dollar acquisition of the equity of the managed business.
- Structured and negotiated mergers, split-ups, split-offs, and spin-offs that utilized various non-recognition provisions of the Internal Revenue Code, including representing a group of sellers in connection with a multi-step reorganization and sale of a portion of the equity of their existing business at a valuation in excess of $55 million.
- Represented borrowers in the negotiation and closing of various secured credit facilities, including a $125 million credit facility financed by private equity and supported by tax incentives and $50 million credit facility to finance a dividend recapitalization of the borrower.
- Represented executive to determine the excise tax consequences of severance payments made upon a change in control of employer and negotiated settlement of claims for severance payments based in part on the same.
- Representation of oil and gas exploration and production company in $75 million acquisition of oil and gas interests and production assets and related debt and equity financing.
- Representation of private equity fund in acquisition, reorganization, and partial divestiture of brewery and related operating assets.
- Representation of textile company in $15 million revolving credit facility and $4 million of term loans.