Representative Matters

Obtained judgment of more than $9 million on behalf of entrepreneurs related to the sale of valve company to a New York-based private equity firm. After the sale, the buyer asserted indemnification claims against the entrepreneurs based on alleged pre-sale representations by which the buyer sought to avoid paying the bulk of the company purchase price. On competing summary judgment motions, the New York Supreme Court – Commercial Division rejected the buyer’s claims (including claims for fraud, breach of contract, indemnification, and set-off) and granted the entrepreneurs’ affirmative claims for breach of the various promissory notes at issue. The New York Court also awarded attorney’s fees to the entrepreneurs.

Represented the existing entity in an equity investment and reorganization in conjunction with a $20,000,000 loan commitment from a private equity investor into a business specializing in the purchase, sale and rent-to-own of residential storage buildings, carports, gazebos and other manufactured structures.

Transfer of ownership interests in multiple related entities and and jointly owned insurance policies relating to a construction business in settlement of disputes between the business’s owners.

Represented of national home builder in the acquisition of an approximately acreage tract of land in Harris County for development as a residential subdivision community, and negotiation of associated conveyance documents, land bank documents, development agreements with adjacent land developer, and financing and reimbursement agreements with the Municipal Utility District.

Successfully defended a national manufacturer-distributor in an EEOC proceeding brought by former employee claiming sexual harassment and gender discrimination relating to a manager’s sex based comments. The matter settled on very favorable terms for the employer after an extensive EEOC investigation that included multiple on-site interviews of employees and review of company records.

Represented the owner and operator of bulk storage facilities in the acquisition of a 430,000 barrel storage facility and terminal and the acquisition of approximately 220 acres of undeveloped real property for future development.

Advise on corporate structuring and restructuring; prepare lease agreements for vacation properties and related contracts.

Won an arbitration award on behalf of two senior level employees of a manufacturing facility against their former employer due to the former employer’s failure to make profit sharing and bonus payments under two separate agreements. Counterclaims were asserted against our client. After a five day arbitration, the arbitration panel ruled in favor of our clients and awarded our clients all of the damages sought and attorneys fees.

Obtained a restraining order and, ultimately, a permanent injunction for copyright and trade dress infringement on behalf of the largest manufacturer of digital game feeder timers. Case brought against client’s former customer who was improperly selling an identical product at an industry trade show.

Represented a Texas University System in over 150 land transactions across the state of Texas, negotiating acquisitions, easements, new facility and medical building deals, ground leases, office leases, road abandonments, and other complex real estate transactions statewide.

Represented a former Enron executive in a preference action brought by the bankruptcy trustee. The trustee brought suit to recover a severance payment received just prior to the bankruptcy filing. The client also had claims against Enron and a non-bankrupt subsidiary. After discovery and substantive briefing before the Enron bankruptcy judge, a settlement was reached with the client agreeing to pay less than 18% of the amount the trustee was originally seeking to recover.

Served as lead counsel for a fiber network cabling installation business that won, through an RFP process, a major contract to install a fiber network connecting hundreds of schools for a major city school district, in connection with its negotiations with a private equity partner based in San Franscico to provide hundreds of millions of equity and debt capital to fulfill the school contract and to expand the companies overall footprint and operations nationally. Complexities included significant negotiations with private equity joint venture partner over governance and minority rights, a pre-closing F reorganization, and complex service agreement with the city school district for the fiber network installation project.

Expansion of a cloud-based voice, internet and unified communication services provider through multiple acquisitions of regional VoIP service providers, including negotiation and simultaneous closing of an amended credit agreement to provide financing for the transactions, negotiation of buyout and freeze out transactions relating to minority interests in subsidiaries and satisfaction of outstanding warrants, and utilization of representations and warranty insurance to mitigate post transaction risk and provide added security for loan.

Acquisition of the assets of a regional oil and gas collection and transportation system.

Sale of a well stimulation equipment manufacturing business to a publicly-owned diversified manufacturer of oilfield equipment, including lease of environmentally impacted real estate.

Represented Leslie Doggett, owner of Doggett Industries, in the acquisition of a 6.3-acre site in the Galleria area located at 1750 Post Oak Boulevard, along with two additional family offices. Representation included negotiation of the acquisition documents and advising on joint venture structuring.