Representative Matters

Private placement of debt and equity securities to provide growth capital for a manufacturer of waste water processing equipment and developer of waste to energy processing facilities.

Represented the buyer in the purchase of several tracts of land in Polk County, Texas. Responsible for the review of due diligence materials and surveys, drafting of corporate consents, closing statement and other closing documents, and handling the closing.

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.

Representation of the founder and owner of a steel processing facility in the sale of substantially all of the assets of the business and lease of the related real property to a national steel distribution company.

Represented a provider of VoIP voice and data services in the merger with a value-added retailer of VoIP services in another market.

Represented the seller of barge fleeting, shifting and towing company in the sale of substantially all of its assets to a strategic buyer and represented an affiliate of the Seller in the sale of real property used in the business along the San Jacinto River.

Led buyer in an acquisition of one of its largest competitors in the cloud-based voice, internet and unified communication services space. Negotiated and simultaneously closed an amended credit agreement to provide financing for the transaction. Utilized and negotiated representations and warranty insurance policy to mitigate post transaction risk and provide added security for loan.

Represented the Metropolitan Transit Authority of Harris County, Texas (METRO) in the acquisitions of right-of-ways along light rail routes and in the sale of right-of-ways along the Westpark Tollway corridor to the Fort Bend County Toll Road Authority

Represented an out-of-state manufacturer defending breach of contract claims asserted against it by former supplier in bench trial.

Lead counsel in connection with the sale of the company’s refined products brokerage business to BCG 

Represented an online learning management company in connection with the merger with a sales training software company.

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.

Majority recapitalization of a monitored security business by a private equity-controlled investor

Won a summary judgment on behalf of an independent geologist in a case brought by a working interest owner concerning acquisition and development of oil and gas leases. Claims included breach of contract, tortious interference with contractual relations and conspiracy. Plaintiff failed to consent to additional acreage under the Joint Operating Agreement and sued fellow working interest owners for almost $10 million in damages.

Ongoing representation of local real estate entrepreneurs in formation and capitalization of $30 million pooled investment fund to acquire distressed income producing real properties.

Represented a Texas-based insurance agency in a sale of its assets to an international brokerage.