Kevin McDonald was driving from Dallas to his home in San Antonio in August 2011 when his wife called him from her doctor’s office.
“You need to get up here,” said his wife, Natalie, who was in her 34th week of pregnancy. “Something is wrong.”
Within an hour, McDonald was by his wife’s side at the hospital when the doctors told them the news: An ultrasound revealed that their unborn daughter had a golf ball-sized mass in her brain. An MRI showed a malignant stage III glioneuronal brain tumor.
“We were stunned, devastated,” he told The Texas Lawbook. “There were no answers. Only questions. We knew we had to rely on our faith, fight with everything we had and could never give up. It was a life-changing experience. It gave me a reality check on what my priorities need to be.”
Nine years later, McDonald has experienced extraordinary career successes. In January 2017, he led the Keane Group in raising nearly $300 million in its initial public offering.
As general counsel, he led the Houston-based hydraulic fracturing company through its first proxy statement and first annual stockholders meeting. A few months later, he led Keane’s acquisition of Refinery Specialties Inc. He also completed two stock repurchases, finished a senior loan credit facility and guided the company through two underwritten secondary offerings exceeding $307 million.
Three times with three different companies, McDonald has been on the platform of the New York Stock Exchange to ring the opening or closing bell.
Then, in June 2019, he engineered a $1.8 billion merger between Keane and C&J Energy, creating an oil field services powerhouse with more than $4 billion in annual revenues to be renamed NexTier Oilfield Solutions. In March, he led NexTier’s sale of its well support services segment to Basic Energy Services for $93.7 million.
Story Note: This profile of Kevin McDonald was originally published Sept. 10, 2020.
Citing his extraordinary leadership and legal acumen throughout the merger, the Association of Corporate Counsel’s Houston Chapter and The Texas Lawbook are awarding the 2020 Houston Corporate Counsel General Counsel of the Year for a Midsized Legal Department to NetTier General Counsel and Chief Administrative Officer Kevin McDonald.
“A great deal of hard work goes into signing an agreement for a merger of equals, much of which falls on the general counsel,” said David Ayers, counsel at Bissinger, Oshman & Williams, who nominated McDonald for the honor.
“Kevin was involved in what seemed to be all critical aspects, including preparing and negotiating the merger agreement, performing due diligence and coordinating the corporate governance to ensure the appropriate level of involvement from Keane’s executive management, board of directors and special committee of independent directors,” said Ayers, who met McDonald when the duo did summer clerkships together at Fulbright in 1991. “Through the ups and downs of signing the agreement for this transformational transaction, Kevin was a calm and steady hand who contributed in a multitude of ways.”
Lawyer after lawyer described McDonald, who is a die-hard Texas A&M Aggie fan, as a great lawyer with a kind and generous heart.
“I’ve seen Kevin make some bold and very difficult decisions that came with significant risks because they were the right decisions,” said King & Spalding partner Tracie Renfroe, who has worked with McDonald on cases since 2002. “He knows when to take cases to trial, and he knows when cases need to be resolved or settled.”
“From a character perspective, you will never find a better man,” Renfroe said.
A seasoned litigator with more than 20 trials under his belt, McDonald said he loves being a corporate lawyer and business leader and is extremely proud of his accomplishments.
He also goes out of his way to credit his colleagues in the NexTier legal department.
“There’s a lot of satisfaction negotiating the deals and helping the business be more successful,” he said. “But what we experienced with our daughter, with Marlie Ruth, it puts everything into true perspective. We learned what is truly important.”
Texas Roots
McDonald was born 53 years ago in Woodland, California, where his father was completing veterinary school at Texas A&M and was in a residency program at the University of California – Davis. Eighteen months after McDonald was born, his family moved to College Station so his father could join the faculty at Texas A&M. His mother was a high school teacher.
McDonald was in the eighth grade when his family moved again – this time to West Texas where his great-great-grandfather had homesteaded land in the 1880s before there were counties in that part of the state. The closest big town is Big Spring. His graduating class at Sterling City High School had 19 students, including him.
Receiving a scholarship from the Houston Livestock and Rodeo, McDonald went to college at Texas A&M where he majored in agricultural economics.
Despite no lawyers in the family, McDonald said getting a law degree or an MBA was an early goal. He was fascinated with public policy.
“I wanted to be a lobbyist in Washington, D.C., for agricultural related issues and learned, while in college, that most in that profession had law degrees,” he said. “Even though being a lobbyist sparked my interest in a legal education, going to law school opened my eyes to other intriguing career paths.”
Legal powerhouse Fulbright & Jaworski – now Norton Rose Fulbright – hired McDonald as a trial lawyer when he received his degree from the University of Texas School of Law in 1992.
“Kevin has the heart of a trial lawyer,” said Ayers, who was roommates with McDonald and the duo were in each other’s weddings. “He’s really good with juries because he’s really good with people.”
McDonald represented State Farm Insurance in a car crash case’s first jury trial before then-Harris County District Judge Tracy Christopher, who is now on the state’s 14th Court of Appeals. The trial was two days long. His goal was to keep the verdict under $20,000, which was the policy limit.
The jury awarded the plaintiff $17,000.
“My client received a favorable jury verdict, so I viewed the endeavor a success,” McDonald said. “That experience helped me start to connect a lot of the dots with respect to how all aspects of the process from discovery to judgment were interrelated.”
Going In-House
At the end of 2001, McDonald was “doing some real soul searching” about his career when he received a call from a close college friend who worked at Valero Energy Corp. telling him about a job in the oil company’s legal department.
“I was concerned that I would miss jury trials but accepted the position and found that the aspects of a trial practice I enjoyed were satisfied in other ways while working in-house,” he said.
In fact, McDonald said he is a better general counsel and business leader because of his trial lawyer experiences.
“Trying several cases as a young lawyer was instrumental in my development in ways that have proven useful beyond the courtroom,” he said. “These experiences helped me to be better at thinking on my feet, making critical decisions with less than perfect information and presenting a position concisely and relatable to the audience.
“In today’s corporate environment, general counsels must be versatile like a Swiss Army knife,” he said.
McDonald spent three years as managing counsel for litigation at Valero, two years as head of global litigation for Anadarko Petroleum and then got his first general counsel position at Cooper Industries in 2006.
By the end of 2008, he was “feeling a bit burned out” and decided to step away from corporate America to become the chief executive officer of a nonprofit called Arms of Hope, which serves as a safe haven for single mothers and helps them with housing and educational opportunities.
“A lot of my family and friends thought I had lost my mind,” he said. “It was like a calling.”
For three years, he raised money for the San Antonio-based nonprofit and managed the operation of 100 employees and a $10 million budget.
“Having done that job helped me look at everything beyond being a lawyer,” he said. “It gave me great perspective and empathy on what my business partners are going through.”
‘Knocked to My Knees’
Then came that day in August 2011 that changed everything.
McDonald left the hospital the day of the diagnosis determined to find solutions. He made copies of the MRI results and sent them to every pediatric cancer hospital he could find. Within a couple of days, the family received a call from Texas Children’s Hospital in Houston. The doctors invited the McDonalds to come tour their facility.
“I remember walking through the cancer center and seeing all the kids going through chemo,” he said. “I felt overcome with the reality of the situation. It knocked me to my knees.”
A week before Natalie was scheduled to give birth, the family packed up and went to Houston, where Marlie Ruth McDonald was born Sept. 22.
Four days later, Marlie underwent seven hours of surgery to remove the tumor and then she suffered a stroke immediately after the surgery. Within days, the newborn underwent chemotherapy, which went on for two years.
“Her doctors communicated that she had a tough fight ahead of her and to expect a challenging journey,” McDonald said. “Because babies cannot receive radiation treatment, Marlie Ruth underwent almost two years of chemotherapy. The plan was to find a treatment path that improved her chances of survival until she was old enough to receive radiation treatment.”
McDonald said the family lived in three- to six-month increments, always worrying that the tumor would return during the next checkup.
”The journey was very challenging for our entire family,” said McDonald. Marlie Ruth has an older sister and brother who at the time were 10 and 6, respectively. “Our older children were also impacted by the experience, learning about mortality at a very tender age. Through the experience our family and our faith was strengthened.”
In September 2012, Marathon Oil General Counsel Sylvia Kerrigan hired McDonald to be the company’s deputy general counsel – a position he held for four years.
Keane Group made McDonald its general counsel in November 2016, and two months later, he led the corporation’s initial public offering. A three-year blitz of acquisitions, divestitures, securities offerings and stock buyback efforts followed.
In the early spring 2019, Wall Street analysts and institutional investors clamored for consolidation in the oil services sector.
“Everyone was looking around for opportunities,” McDonald said. “There was a lot of ‘dating’ going on. Mergers of equals don’t happen very often because these transactions are very challenging to complete.”
Picking Counsel for a Merger of Equals
McDonald, who was one of only four Keane executives involved in the early discussions, assessed the value of the deal, performed due diligence and selected and managed the lawyers and bankers.
“Deals rarely come together overnight and neither did this one,” he said. “Deals have stages. We had pretty good communications between our two boards. Data runs were set up. We started exchanging information, and we slowly added team members to the deal teams.”
An early decision for McDonald was the selection of outside counsel. C&J General Counsel Danielle Hunter hired Kirkland & Ellis partners Adam Larson and Doug Bacon to lead its side.
McDonald turned to Schulte Roth & Zabel in New York as Keane’s lead outside counsel. Keane had worked with SRZ partner Stuart Freedman on previous transactions, including the company’s IPO in 2017.
“There are a lot of factors to take into account when hiring outside counsel, but it is always a good idea to have someone with a track record of working well with our team and executive leadership,” McDonald said. “My experience with SRZ leading up to this transaction gave me great confidence about the quality of counsel we would receive.”
Keane turned to Citi as its lead banker, and the company selected Simpson Thacher to represent the special committees of independent directors in transactions.
“We were impressed by how well Kevin understood the business and not just the legal aspects, which clearly made him a valuable partner with – and advisor to – the rest of the management team,” said Christopher May, a partner at Simpson Thacher who worked on the transaction. “Kevin always remained calm, focused on what was best for the company and its stockholders and always offered solutions, rather than just identify problems.”
McDonald said he and Hunter, who is now at Dallas-based Berry Corp., had an excellent working relationship despite the fact that they did not know which one of them would be selected as the newly merged company’s general counsel.
All mergers – especially those of equals – face obstacles and challenges, he said. Both boards and executives did the hard work to get the transaction done.
“Then there are those 48 to 72 hours leading up to the close of any deal,” he said. “That’s when you take care of all of the issues you’ve put in the parking lot – issues we put off but needed to address in making a mad dash toward the finish line. Those always add stress.
“We did two or three years worth of work in only a few months,” he said.
The Keane-C&J merger was announced June 17, 2019, and closed Oct. 31.
With the NexTier team at the closing bell of the NYSE
“Kevin was able to manage multiple work-streams and inspire teams to effectively prioritize and execute on deliverables,” said Citi Energy Investment Banking Director Arash Nazhad, who worked on the NexTier transaction.
“When people would say why something couldn’t be done, Kevin was able to deconstruct the ‘no’ and inspire teams to apply a can-do attitude and find solutions,” Nazhad said.
Not only did NexTier leaders select McDonald as its chief legal officer, they also added the title of chief administrative office and gave him a slew of extra responsibilities.
“Kevin is a small-town guy who loves people and has a charisma and likability that resonates with people,” said David Bissinger, who has been a friend and client of McDonald for more than two decades. “Most of all, he has the biggest heart. He is one of the kindest people I have ever met.
“I can definitely see Kevin moving into more nonlawyer leadership positions,” Bissinger said. “Nothing would surprise me regarding the heights that Kevin can reach.”
On Nov. 15, 2019, the executives of NexTier rang the closing bell on the New York Stock Exchange, which was McDonald’s third time to stand on the platform.
“I have to say that ringing the bell when we closed this transaction was the best yet,” he said. “Having been there before, I was able to enjoy the experience and was able to soak in more of the details.”
McDonald said the COVID-19 pandemic has “provided unprecedented challenges and has hit the oil field service sector especially hard.”
“While supporting my family [as we] adjust to a lot of togetherness and distance learning for school, work has been very demanding as we have addressed the challenges presented,” he said. “Most companies have emergency response plans, but there really is no way to anticipate or simulate the experience of dealing with these types of issues.”
McDonald said the coronavirus has caused him to do “a lot of creative thinking” and implement new risk management processes.
McDonald’s passion for all things Texas A&M is ever evident. He serves on the 12th Man Foundation, which helps fund scholarships for Aggy athletes.
“Kevin has a servant’s heart,” said 12th Man Foundation CEO Travis Dabney. “No matter how big the job and no matter what else is going on in his life he is always ready to help. Kevin has an extraordinary legal mind and he has a knack for coming up with elegant solutions to very complex matters.”
Marlie’s Mutton Bustin’
As for Marlie Ruth, she turns nine in less than three weeks and she is cancer-free.
Sporting a headful of very curly red hair, Marlie entered the 2018 Houston Livestock and Rodeo’s Mutton Bustin’ contest. The goal for small children is to stay on top of a sheep as long as they can as the wooly creature races around the pen.
Marlie scored 90 points and won the coveted gold belt buckle.
“I did what my parents told me,” she told the rodeo audience that night. “I hold on really tight.”
Two years ago, she was transferred to long-term survivor care.
“It’s a different floor and different attitude,” McDonald said. “Marlie Ruth’s journey is a testament to the power of prayer and the quality of medical care available in our community. She is truly our miracle child and is always full of surprises.”
Marlie is worried about her photo being published in this article because she wants to be an international spy when she grows up.
“She’s afraid a picture of her in The Texas Lawbook could blow her cover,” McDonald explained.
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