Biography

My practice focuses on representing the various parties involved in the acquisition, disposition, capitalization and financing of assets and businesses on a national and international level. I have served as lead counsel on numerous complex, multi-party acquisitions and project financings, with significant experience in corporate finance, healthcare, private equity, mergers and acquisitions, real estate and hospitality. I am lead counsel to a Houston-based mezzanine fund. I also assist clients in their strategic planning and capital formation processes, maintaining a network of private and institutional clients and contacts worldwide.  Additionally, I am a former columnist for the Houston Business Journal having authored more than 20 articles in the "Building Business" series.

I am proud to have served as Chairman of BoyarMiller from 1990 — 2010 , leading our team in pursuit of our mission. Today, I continue with my legal practice, mentor business leaders and lawyers, and actively serve the Houston community as an active Board member of SEARCH Homeless Services, KIPP Houston, Inc., the Houston Food Bank and the Houston Technology Center . I remain a champion of BoyarMiller and work closely with the firm's leadership team as advisor and mentor.

Representative Matters

• Represented Houston-based Mezzanine Fund as lead fund counsel in connection with a $250 million private placement to institutional investors and follow on portfolio investments.
• Represented a New York-based hedge fund, Marathon Real Estate Opportunity Funds, in connection with the development and public-private financing of the 1000-room San Antonio Grand Hyatt Convention Center Hotel.
• Represented a Scottsdale, Arizona-headquartered company that manufactures, distributes and maintains traffic safety devices (red-light and speed cameras) in connection with a $58 million private equity investment, $40 million private equity investment and a $60 million syndicated senior credit facility.
• Represented Valley Baptist Health System of Harlingen, Texas, in connection with the acquisition of a 243-bed acute care hospital in Brownsville, Texas, from Tenet Healthcare Corporation.
• Represented Emerus Hospital Partners in connection with a $30 million private equity investment by Austin Ventures.

Education

• JD, Tulane University
• BA, Tulane University

Affiliations

• Houston Bar Association
• Texas Bar Association
• American Bar Association
• Houston Bar Foundation (Fellow)
• Texas Bar Foundation (Fellow)
• Texas Business Hall of Fame Foundation Director
• University of Houston Graduate Real Estate Program Executive Advisory Board
• Member of the Dean's Advisory Council of Tulane University College of Liberal Arts and Sciences

Community

• Houston Technology Center Board of Directors
• KIPP, Inc. Board of Directors
• SEARCH Homeless Services Board of Directors (former Chair)
• Houston Food Bank Board of Directors (former Chair - End Hunger Network)
• Center for Houston's Future - 2009 Business/Civic Leadership Class
• American Leadership Forum Class of 2010-11

Representative Matters

• Represented a Texas-based mezzanine financing fund in the corporate restructuring of its portfolio company which included amended senior and subordinated debt facilities and the purchase and financing of mobile servicing oil rigs.
• Represented a Houston-based hydraulic generator manufacturer in the sale of its equity interests to a private equity group for approximately $10 million, including equity interests in the acquiring company.
• Represented the shareholders of a Houston-based international supply company to the oil and gas industry in connection with the sale of their shares to a New York-based private equity group for approximately $28 million, including equity interests in the acquiring company.
• Represented a Texas-based fiberglass products manufacturer in the strategic acquisition of a Montana-based fiberglass products manufacturer, including representation regarding acquisition financing.
• Assisted individual guarantors in the development, negotiation and implementation of a plan for repayment of approximately $85 million of mortgage indebtedness secured by real property subject to significant declines in value.
• Represented a New York-based hedge fund in connection with financing of the San Antonio convention center hotel utilizing $275 million of tax exempt and taxable bond financing.
• Represented an aviation services company listed on the New York Stock Exchange in connection with $200 million credit facility with a major New York-based bank.
• Represented a global hospitality company in connection with multiple corporate and project financing involving hotels and resorts in North America and Western Europe.
• Represented an Odessa, Texas-based specialty tubular threading company in connection with its sale to NS Group, Inc. for $125 million.
• Represented the shareholders of a Houston-based oilfield services company in a sale to a private equity firm for $30 million plus shares of stock in the acquiring company.
• Lead counsel for a borrower in connection with an $80 million credit facility with major New York bank for U.S. hotel and resort acquisitions.
• Represented a large regional health system in connection with the acquisition of a hospital for $67 million.
• Represented Freebirds World Burrito, a 19-unit fast casual restaurant chain, in connection with its sale to the Tavistock Group.
• Represented a Houston-based specialty manufacturer of flood and wind protection products in connection with its recapitalization by a private equity firm.
• Represented a large aviation services company and its predecessors from initial acquisition of the Eastern Airlines spare parts inventory through its IPO.
• Represented the owner of a carpet distribution and installation company in connection with sale of the company to a New York-based private equity firm for $22 million.
• Represented a Houston-based investment sponsor in connection with the structuring, formation and private placement of securities of a $100 million blind investment fund.
• Represented a Houston-based real estate company in connection with formation and private placement of the securities of multiple special purpose entities for the purpose of acquiring and developing real estate projects domestically and internationally.
• Represented a start-up environmental remediation company in connection with series of private placements to raise seed and follow on capital for operations and growth.
• Represented a Texas-based hospital system in connection with the formation of a joint venture and private placement of securities to local surgeons for the development, construction and operation of an ambulatory surgery center.
• Represented a Texas-based fast casual restaurant chain in connection with structuring, formation and private placement of securities for expansion of chain in major cities in Texas.
• Represented a local restaurateur in connection with private placement of securities for expansion of Mexican food bar and grill concept.
• Represented a local restaurateur in connection with private placement of securities for construction of new restaurant to replace existing fine dining facility.
• Represented a local food service entrepreneur in private placement of securities for development of manufactured cold coffee products pursuant to license from nationally recognized chef.
• Structured a sale leaseback transaction involving a for-profit hospital with institutional, strategic and physician investors.
• Structured a sale leaseback transaction involving a skilled nursing facility with for-profit and not-for-profit parties in a multi-tiered joint venture.
• Represented a Texas-based oilfield services company in connection with investments in manufacturing facilities in Taiwan and America Samoa.
• Represented a U.S.-based oilfield services company in connection with operations in Eastern Europe, Western Europe, Mexico and South America.
• Structured the consolidation of multiple entities organized in varying jurisdictions into a Delaware corporation for a company involved in providing traffic cameras and automated toll and traffic violation processing.
• Structured multiple transactions for a hospitality company doing business in the U.S., Canada and seven countries in Western Europe.
• Represented a Houston-based real estate company in development, acquisition and disposition of multifamily projects in Houston and surrounding areas.
• Represented a Houston-based development company in land acquisition, financing, construction and disposition of multifamily properties in Ohio, Virginia, Tennessee, Kentucky and Florida.
• Represented the owner of 10,000+ apartment units in the Houston area in connection with property disposition and development and bankruptcy cases.
• Lead counsel for a global leader in resort and executive center business in connection with acquisition, development, financing and disposition of conference resorts and conference hotels in the United States, Canada and Europe.
• Represented a developer of the Houstonian, a complex including high-rise condominium product, a hotel and conference center, a health and fitness club and related amenities, beginning with land assembly, construction, financing and sale.
• Represented a New York-based real estate hedge fund investor in connection with the development of the San Antonio 1,000-room Grand Hyatt Convention Center Hotel.
• Represented a Houston-based development company in connection with purchase to build for resale of lease warehouse, office/service and manufacturing space, including crane-served warehouse buildings, in Houston and surrounding areas, and leasing of existing building portfolio.
• Represented a Houston-based investor in purchase and disposition of five closed steel plant facilities from a large steel manufacturing company.
• Represented a local developer in the development, acquisition and expansion of distribution and warehouse facilities in Houston.
• Represented a large residential development and home-building company in the development of a 400+ acre residential subdivision in far West Houston, Fry Road/I-10 area.
• Represented a large residential development and home-building company in the development of a 3,000 acre residential mixed commercial and residential subdivision in far West Houston, near Grand Parkway.
• Represented a large residential development and home-building company in the development of a 550+ acre large-lot subdivision in Montgomery County, Texas.
• Represented a large residential development and home-building company in the development of approximately 300 acre residential subdivision in Fort Bend County/Hwy 288 area.
• Represented a large residential development and home-building company in the  development of a 3,000 acre mixed-use residential and commercial subdivision in Ft. Bend County, Texas.
• Represented a large residential development and home-building company in the development of a of combined local/foreign investment group in development of 300-acre mixed-use business park development in West Houston.
• Represented an Austin-based development company in connection with 100+ acre Austin business park development.
• Represented an international investment group formed by Houston-based developer in the acquisition, redevelopment, financing and sale of the 200-acre office park in Northwest Houston, and conversion to mixed-use residential and commercial master-planned project.
• Represented a Brown Fields Redevelopment Company in connection with the acquisition of former electrical generating facility for redevelopment of a residential community.
• Represented a local development group in connection with the development of mixed-use lifestyle center in Houston.
• Represented a Texas-based hospital system in connection with the acquisition, disposition, financing and/or formation of joint ventures constructing, owning and/or operating Acute Care Hospitals; Ambulatory Surgery Centers; Cancer Centers; Imaging Centers; Long-Term Acute Care Hospitals; Medical and Professional Office Buildings; Skilled Nursing Facilities; Wellness Centers.
• Acquisition and Repositioning of West Hill Mall, Huntsville.
• Multi-Pad retail, service and motel subdivision in Southwest Techniplex, Houston.
• Development of Bull Creek Center, Austin, Texas, on ground lease from owner.
• Represented a Houston-based developer in the acquisition, leasing and construction of community shopping centers in master planned communities in Houston and vicinity.
• Represented a Houston-based developer of strip centers and retail pad developments in Houston, Austin and surrounding areas, including build-to-suit and ground lease transaction.
• Represented a Houston-based developer of mid-sized shopping centers in Houston area.
• Represented a Texas-based real estate company in the acquisition and repositioning of over 2 million square feet of office building product in Houston.
• Represented a Houston-based full-service real estate company for over 25 years in connection with the acquisition and leasing of multiple office buildings in the Houston and Austin markets.
• Represented a Houston-based development firm in the land acquisition for and construction and leasing of low and mid-rise office and/or medical office buildings (buildings of approximately 150,000 - 250,000 square feet) in Houston, Austin and Dallas.
• Represented a Houston-based development firm in land acquisition and construction of mid-rise office building product in Houston and Austin.
• Represented retail, office, multifamily and hospitality borrowers in acquisition financing and refinancing of existing properties across Texas and the United States in conduit lending transactions ranging from US $2 million to over US $125 million.
• Represented office, multifamily and hospitality borrowers in connection with loans funded by insurance companies and pension funds, ranging from approximately US $1.5 million to US $50 million.
• Represented office, multifamily, industrial, office/service, land development and hospitality borrowers in conventional financing and refinancing of properties in loan transactions ranging from under US $1 million to over US $50 million, including construction loans, interim or mini-perm financing and permanent loans.
• Represented developers and acquirers of retail, multifamily, single purpose build-to-suit and other income producing property in sale-leaseback transactions.
• Represented buyers and developers of hospitality product, including limited service, and conferencing center and resort product, in financing transactions involving lending sources in the United States and overseas, including financing and refinancing with banks such as Barclays Bank PLC, London; Deutsche Bank, Germany; SNS Bank, The Netherlands; Governor and Company of the Bank of Scotland; Chase Bank, New York; Calyon Bank.
• Represented a manufacturer of storm fencing and related products in connection with an $8 million recapitalization with a Texas-based private equity fund.
• Represented a vessel-based water desalination company in connection with a $250 million private equity investment by two New York-based hedge funds.
• Represented a valve distributor with offices in the U.S., China, Holland and Singapore in connection with a $43 million recapitalization with a Connecticut-based private equity fund.
• Represented a hospitality company with operations in the U.S., Canada, France, Spain, Germany, the Netherlands and the U. K. in connection with private equity investments of $75 million by a Boston-based opportunity fund and $100 million by a London-based opportunity fund.
• Represented a New York-based hedge fund in connection with a $54 million private equity investment in the San Antonio Grand Hyatt Convention Center Hotel and Condominiums.
• Represented a Houston-based financial services firm in connection with a $15 million convertible preferred stock investment by a New York-based private equity firm.
• Represented an Arizona-based company providing automated toll and traffic violation processes sing throughout the U.S. in connection with a $58 million convertible preferred stock investment by a major investment bank.
• Development of a strategic and capital plan for a restaurant company based in Texas for expansion from four to 23 stores within four years.
• Development of a capital strategy for start up environmental services company doing business in the U.S. and Eastern Europe.
• Worked with senior management of regional health care system in connection with structuring $200 million of bond financing and senior credit.
• Development of a strategic and capital plan for Houston-based real estate investment firm to raise $100 million of acquisition equity capital from four opportunity funds.

Press Releases

September 12, 2011

September 12, 2011

June 28, 2011

May 17, 2011

March 21, 2011

January 25, 2011

May 14, 2010

March 04, 2010

January 20, 2010

January 05, 2010

September 10, 2009

July 25, 2007

August 25, 2006

Other News

The Price of Business
1070 AM KNTH News
by Kevin Price

On October 18, 2011, Business Group Shareholder Bill Boyar was interviewed by "The Price of Business" host Kevin Price as part of the station's "You and Your Business" program.  "The Price of Business" is one of the longest running shows on talk radio in Houston.  Boyar participated on the show as a guest of Daniel Goott, Executive Vice President of Investec Advisory Group.

To hear the complete interview, click here.

Incorporating Entrepreneurial Core Values into a Law Firm
The BusinessMakers Radio Show
by Russ Capper

In April 2011, Russ Capper interviewed
Bill Boyar, co-founder of BoyarMiller, to discuss operating an entrepreneurial law firm focused on core values.  In the interview, Bill refers to the founding of the firm as a "lab experiment," and explains efforts to keep the firm independent and focused on carefully controlled growth. After 20 years of operation, the firm is working toward a multi-generational succession plan.

For a link to the video and complete story, click here.

Healthcare Financial Management Association (June 2009) (PDF 2.59MB)
Bill Boyar led a panel discussion on The Crisis in Healthcare and Its Impact on You in 2009 at the Healthcare Financial Management Association's June meeting. Panelists include Boyar; John Boettiger (Deloitte); Jim Springfield (JGS Consulting); and Lorraine Lewis (Alliance Insurance Services).

Urban Land Institute Meet the Experts Series (April 2009)
On April 28, 2009, Bill Boyar moderated a lively discussion with Welcome Wilson, Sr. (Chairman of the Board of Regents at the UH System and Chairman/CEO of GLS Welcome Group) offering ULI members a glimpse into the fascinating life and long-time success of a local business legend who has reached the top of his profession.

Regional Spotlight - Texas
Urban Land Magazine, Urban Land Institute - April 2009
Bill Boyar quoted: "A lack of debt financing that coincides with principal maturities and the inability to refinance existing loans is trapping development equity and straining the system. Even the most experienced and successful developers did not anticipate the current state."

Publications

"Building Business": Houston Business Journal's Monthly Column

Sieze chance to hire smart in today's talent-rich environment
May 29, 2009

Now is the time to restructure organization for recovery
April 27, 2009

Customer selection assumes a new significance in a recession
March 27, 2009

Negotiating with lenders can be difficult in current environment
February 27, 2009

Private-sector leaders can influence nonprofits in challenging times
January 30, 2009

Turbulent times can test relationships with business partners
January 9, 2009

Leading your team in tough times is a formidable challenge
December 5, 2008

Gain a competitive edge by marketing in a down economy
November 14, 2008

Is financing possible in the face of the collapse of the capital markets?
October 10, 2008

When capital markets tighten, be sure company is in good shape
September 12, 2008

Achieving corporate balance is a critical responsibility of leadership
August 15, 2008

Choose a business development or sales strategy to grow revenue
July 18, 2008

Outsourcing non-core services takes the right fundamentals
June 20, 2008

Outsourced relationships demand a disciplined approach
May 23, 2008

Planning is key to maximizing value when selling your business
April 25, 2008

Build trust and loyalty in your customers by building confidence
March 28, 2008

Advisory boards are a powerful resource for growing companies
February 29, 2008

Performance assessments are critical for building good teams
February 1, 2008

Developing employees is key to building a great company
January 4, 2008

Social integration -- the critical missing key to M&A success
December 7, 2007

Compensation should be viewed as a strategic asset, not an expense
November 9, 2007

Succession planning - valuable strategy or unnecessary distraction?
October 12, 2007

Sources of capital change along with a company's growth stage
September 14, 2007

Purpose is fundamental to the growth of emerging companies
August 17, 2007

Other Publications

Speeding Up Post-Merger Integration
Executive Counsel Magazine, November/December 2007

Use Careful Strategy to Manage Team for International Business
Houston Business Journal, January 12, 2007

Five Keys to Law Firm Success
The Texas Bar Journal, December 2006

Mission and Core Values Will Spell Success or Failure for a Firm
Houston Business Journal, February 10, 2006

Negotiating Alignment, Not Agreement: A Guide to Effective Tenant Negotiations
Commercial Leasing Law & Strategy, December 2005

Strategies Help Private Hospitality Companies Raise Capital
Hotel & Motel Management, February 21, 2005

Corporate Governance: A New Approach For Building Enterprise Value
National Hotel Executive Magazine, January 2005

Propco versus Opco: Should Private Hotel Operating Companies Acquire Assets to Enhance Shareholder Value
National Hotel Executive Magazine, October 2004

Institutional Private Equity Can Provide Funding
The Houston Business Journal, August 20, 2004

Platform Private Equity for Private Hotel Operating Companies - A Good Idea or a Bad Idea?
National Hotel Executive Magazine, July 2004

Avoiding Brain Damage: How to Hire and Manage Professionals When Doing Business Overseas
Houston Commerce Magazine, April/May 2004

Board Communication: The Mismanaged Asset
NACD-Directors Monthly, April 2004

BoyarMiller: Gounded in Our Core Values
HBJ Book of Values and Ethics, August 30, 2002

Awards and Recognitions

• SEARCH Homeless Services 2011 Founder's Award
• Selected for inclusion as a Super Lawyers Magazine National Corporate Counsel Edition  Business/Corporate Super Lawyer (2009)
• Selected for inclusion in Texas Super Lawyers (2011, 2010, 2009, 2008, 2007, 2006, 2005, 2004, 2003)
• Selected for inclusion as an H Texas Magazine Top Lawyer (2010, 2008, 2007, 2006, 2005, 2004)
• End Hunger Network 2007 Mary Barden Keegan Award for Volunteer Service
• Houston Chapter of the International Association of Business Communicators Executive Communicator of the Year (2006)
• Martindale Hubbell — AV Peer Rated

Alerts

Federal Regulators Release New Policy Statement on Commercial Real Estate Loan Work-Outs
by Bill Boyar & Tim Heinrich
November 6, 2009

On October 30, 2009, the Federal Reserve adopted a new policy statement on commercial real estate loan work-outs, replacing a prior policy statement from 1991. This new statement supports prudent commercial real estate loan work-outs. One of the most significant provisions of this statement is "renewed or restructured loans to borrowers who have the ability to repay their debts according to reasonable modified terms will not be subject to adverse classification solely because the value of the underlying collateral has declined to an amount that is less than the loan balance."

The primary focus of an examiner's review of a commercial loan is directed towards the borrower's ability and willingness to repay the loan, including any support by willing and able guarantors. As such, loans to sound borrowers that are renewed or restructured in accordance with prudent underwriting standards should not be adversely classified or criticized unless well-defined weaknesses exist that jeopardize repayment of the loan.

The policy statement includes a number of examples of commercial real estate loan work-outs, providing illustrations of prudent loan work-outs that would not be subject to adverse loan classification.

Click here for a full copy of the policy statement.