Corporate Finance Representative Matters

  • Represented a national retailer in connection with a $280 million credit facility secured by borrower-owned locations.
  • Represented manufacturer of light poles and standards in secured line of credit to finance acquisition of outstanding ownership interests.
  • Represented regional sponsor and developer of free standing emergency departments in connection with a consolidating restructure transaction in anticipation of a sale of the consolidated enterprise.
  • Represented a diesel fuel blending and distribution terminal and related truck transportation operation in the restructure of outstanding indebtedness and equity ownership interests.
  • Represented the minority owners and operators of a multi-location fast casual food franchise in the transfer of majority ownership from one private equity owner to another private equity owner and the restructure of operating lines of credit.
  • Represented the owners of a horizontal boring business in partial recapitalization and debt restructure.
  • Represented a manufacturer of waste water processing equipment and developer of facilities to convert municipal waste water biosolids into a renewable energy source in the private placement of debt and equity securities.
  • Represented a Houston-based general contractor in capital formation and senior debt facilities.
  • Represented oil and gas technology company in its recapitalization with existing investors.
  • Represented City of Houston in connection with mezzanine financing for the Crown Plaza Hotel and Magnolia Hotel, as part of City’s HUD Section 108 economic development loan program, and in connection with subsequent debt restructuring of non-performing loans.
  • Represented JP Morgan Chase, Bank of America and Wells Fargo Bank in connection with community development lending for affordable housing development in Houston and Dallas.
  • Represented JP Morgan Chase Bank in City-sponsored inner-city redevelopment project including $11,000,000 gap financing for repurposing of Albert Thomas Convention Center as Houston’s Bayou Place entertainment destination, secured by pledge of City of Houston parking garage revenue.
  • Represented a joint venture of Canyon Johnson Urban Fund and Centurion Investments, two private equity funds, in the purchase of defaulted real estate secured notes and the acquisition through non-judicial foreclosure of historic Hotel Icon in downtown Houston; assistance with entitlements and permits in connection with renovation.
  • Represented an international client in connection with a $70,000,000 line of working capital and $7,000,000 in refinancing of term loan, including coordination with Italian parent company and Italian counsel.
  • Represented the Buffalo Bayou Partnership in public/private project for Buffalo Bayou Park, Houston, using $50,000,000 in private philanthropy and including an 80-year agreement with 4 governmental entities, including tax increment financing of long term maintenance obligations.
  • Represented a traffic systems company in connection with a $55 million syndicated credit facility.
  • 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.
  • Ongoing representation of a computer network management and consulting and telecommunications company in connection with strategy to build a shared telecommunications superstructure for smaller rural telecommunications companies to compete with the majors in delivering 4G wireless telecommunications services to customers.
  • Represented a regional industrial tunneling company in sale of that business to a financial purchaser.
  • Represented multiple senior lending institutions, with both national and regional presence, and borrowers, in asset based lending transactions and more traditional senior lending facilities ranging from hundreds of thousands to tens of millions of dollars.
  • Represented a Houston-based industrial tank cleaning business in connection with a $13 million refinance transaction with a senior commercial lender. Represented same company in a later $60 million majority recapitalization transaction with a St. Louis based private equity firm.
  • Represented a UK bank in connection with the United States law aspects of its loan, especially relating to securing the loan with assets in the United States.
  • Represented a borrower in connection with the restructure of its $100 million loan with a banking institution.
  • Represented an offshore drilling equipment manufacturer and supplier based in Jakarta, Singapore and Houston in the reorganization of its capital structure, including a $15 million capital infusion by a private equity group.
  • Represented a Houston-based service company in connection with a $28 million majority recapitalization with a private equity firm.
  • Represented an Arizona-based company providing automated toll and traffic violation processing throughout the U.S. in connection with a $58 million convertible preferred stock investment by a major investment bank, a $100 million dollar syndicated credit facility and several follow on private equity and debt financings.
  • 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 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 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 the owner of 10,000+ apartment units in the Houston area in connection with property disposition and development and bankruptcy cases.
  • Structured multiple transactions for a hospitality company doing business in the U.S., Canada and seven countries in Western Europe.
  • 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 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 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.
  • 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 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 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 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 the shareholders of Virgo Valves & Controls Limited, a Pune, India-based manufacturer of ball valves and automation systems with facilities around the world, as lead counsel in connection with the sale of its shares to Emerson, a NYSE-listed global technology and engineering company.

Business Group Contacts

Steve Kesten

  • Shareholder, Business Group Chair
  • 832.615.4246
  • E-mail Steve

Gary W. Miller

  • Founding Shareholder, Business Group
  • 832.615.4218
  • E-mail Gary