Representative Matters

Represented a start-up hydrocarbon remediation company in connection with its formation, capitalization and international legal structuring for the purpose of international commercialization of new remediation Technology.

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.

Reorganization and sale of six related entities engaged in the manufacture, importation, distribution and sale of scaffolding, seating and shoring equipment and supplies and environmental services, including loss mitigation of legacy tax obligations and compliance issues.

Represented S-Corporation in conducting a reverse stock split.

Represented a minority shareholder in a shareholder oppression and breach of fiduciary duty lawsuit alleging that minority shareholder was forced out of his position with the company and was denied his rights as a shareholder. The matter raised unique issues under Texas law concerning duties and obligations between owners of a closely held corporation. The matter ultimately settled for a confidential amount.

Represented several entities in connection with their conversions and migratory mergers from California to Texas, and from various other states to Texas

Represented the Seller in the $6.2M sale of a point-of-sale and other restaurant and entertainment technology service business to a strategic buyer.

Represented client in connection with the sale of approximately 262 acres to a residential subdivision developer. 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 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 City of Willis and the City of Conroe.

Lead counsel in connection with the acquisition of Amtel Partners and six add-on acquisitions of other T-Mobile dealers 

Represented non-profit developer in development agreement and long term ground lease with City of Houston for development of Midtown Arts and Theater Center Houston (“MATCH”), a 1-block theater and flex space facility for visual and performing arts, and related office and rehearsal space for rent to emerging non-profit arts groups, including a multi-year grant agreement with Houston First Corporation, tax rebate agreement with City of Houston and adjacent for-profit developer, long-term parking easement in adjacent developer’s parking garage, and representation on construction contract issues.

Represented affiliated seller entities in the sale of an industrial waste and environmental services business to a strategic buyer with rollover equity and other purchase price consideration in excess of $50 million through a series of complex transactions.

Represented a company defending claims asserted against it by a shareholder for access to books and records under the Texas Business Organizations Code.

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

Represents popular Houston restaurant group in various business disputes and employment matters.

Represented a building materials supplier in a multi-week arbitration trial before the American Arbitration Association involving claims for breach of contract, fraud, and DTPA in which over $10,000,000 in damages was in controversy.

Represented foreign corporations in connection with their global expansion into the United States and start-up of US based subsidiaries.