Representative Matters

Represented the private company in connection with a merger into and stock exchange with a publicly traded company.

Representation of management in connection with the sale of an integrated manufacturer of oil field equipment, compressors and other engine driven equipment and distributor of diesel engines and spare parts to a strategic purchaser.

Represented client in connection acquisition of large acreage and sale of same to commercial developer for lease by anchor grocery tenant, and additional sale of commercial pad sites and acreage for development of a residential subdivision to homebuilder partnership. The transaction included the negotiation and drafting of access easements and of development agreements to ensure appropriate allocation of costs and responsibilities for completion of regional roadway, utility and drainage facilities serving the commercial outparcels and residential subdivision to be developed, and the client’s retained land to be developed for commercial uses. The subject property covers jurisdictions of two different municipalities (Conroe and Willis) and two separate in city municipal utility districts contributing to the water, wastewater, drainage and roadway facilities and improvements serving the intended development. In this regard, the transaction also included financing and development agreements with MUDs in the formed for two municipalities.

Sale of certain assets related to design, manufacture and sale of water treatment products and operation of water treatment services for the oil and gas industry.

Represented several individuals in the negotiation and financing of aircraft acquisitions.

Represented an affiliate entity of client in connection with the acquisition of 110 platted, but undeveloped lots located in Huffman, Harris County, Texas.

Representation of the minority owner and operator of free standing emergency centers in the sale of the membership interests to a national hospital operating company.

Represented the members of a business that developed innovative and proprietary offshore exploration technology in the divesture of the Company’s intellectual property to a supermajor oil company.

Represented TGS Cedar Port Partners, L.P. in connection with the acquisition of the largest industrial park in the greater Houston market, comprising of approximately 10,600 acres of unimproved land, a 300,000 square-foot rail-served warehouse on approximately 18 acres of land, and approximately 56 miles of rail and associated storage yards, switches and appurtenances.

Defended two Montgomery-area physicians against claims by their former employer. The former employer, a Conroe-area hospital, alleged the physicians breached a noncompetition and nonsolicitation agreement when they left to work for another hospital. Successfully obtained a summary judgment that the physician noncompetition agreements were not enforceable because they did not contain a clause related to the continuing care of patients with acute illnesses. The case settled soon after the court granted the physicians motion for summary judgment.

Sale of a privately owned overhead and underground construction and maintenance services company to a private equity backed purchaser.

Represented the buyer of five (5) food franchise locations, with a purchase price of approximately $900,000. Drafted the asset purchase agreement and ancillary documents and served as the primary point of contact for the client.

Defended two Conroe-area physicians against claims by their former employer. The former employer, a Conroe-area hospital, alleged the physicians breached a noncompetition and nonsolicitation agreement when they started their own family practice. The hospital also claimed the physicians breached fiduciary duties of loyalty by unfairly competing with the hospital. The trial court denied the hospital’s request for a temporary injunction, allowing the physicians to continue serving their patients and the Conroe area. The case settled soon after the denial of the temporary injunction.

Sale of a majority interest in a business engaged in the design, manufacture, distribution of advanced controllers for recreational and commercial drones for cash and notes and collection of notes as a result of post-closing defaults by the purchaser.

Won a bench trial for a manufacturing company against a national accountant placement agency. The client sued when it discovered that the controller it hired from the agency had a criminal record relating to theft by hot check. The agency refused to refund the placement fee. The verdict included a violation of the Texas Deceptive Trade Practices Act resulting in the client receiving a doubling of its damages and the recovery of attorney’s fees.

Representation of a buyer in the acquisition of a kayak and recreational supply business.