Representative Matters

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.

Represented a National Drug Testing & DOT transportation compliance company in an aggressive acquisition (30) strategy to quickly increase its overall market share of the workplace safety solution and third-party administrator business in North America.

Represented local entrepreneur in the acquisition of an online, investigative and rumor-based publication in the financial sector.

Obtained a temporary restraining order enjoining two former employees from doing business under a substantially similar business name as that of their former employer as well as from using their former employer’s confidential information. Two defecting, former employees formed a competing company selling power-generation equipment to both commercial and industrial clients. Prior to filing suit, conducted an electronic, forensic review of the former employees computers, and discovered evidence of theft of confidential information. This evidence was subsequently used at the emergency hearing. The case was successfully settled within a month of obtaining the emergency relief.

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.

Restructure and capitalization of a direct to consumer supplier of beef, poultry and sea food using a combination of new equity and warrant supported debt.

Obtained judgment of more than $9 million on behalf of entrepreneurs related to the sale of their valve company to a New York-based private equity firm. After the sale, the buyer asserted indemnification claims against the entrepreneurs based on pre-sale representations allegedly made by the entrepreneurs. In doing so, the buyer sought to avoid paying the bulk of the purchase price for the entrepreneurs company. 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 several large corporate fiduciaries in their respective roles as trustees, executors, and administrators of estates in both contested lawsuits and administrative matters related to wills, trusts, and estates.

Represented the purchaser in the simultaneous acquisition of five separate tracts, totaling approximately 343 contiguous acres in Needville, for a planned subdivision development.

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.

Successfully briefed and defended against motion for summary judgment on plaintiff and client’s affirmative claims in Delaware Superior Court on behalf of IT/telecommunications client. Plaintiff’s summary judgment motion was denied in its entirety, resulting in the case settling favorably on the eve of trial

Represented the borrower in a $38,000,000 senior term loan and a revolving loan not to exceed $7,000,000 to a company that provides products relating to the exploration and refining of oil, including traveling blocks, rotary tables, swivel joints and pressure gauges.

Represented one of the nation’s largest manufacturer’s representative firms serving the electrical industry in its strategic merger which resulted in a combined business that together employes more than 500 people.

Represented an offshore drilling service company in a proceeding brought by former employee claiming race discrimination based on the employer’s alleged failure to provide the employee with the same employment opportunities it provided to other employees outside the protected class. This lawsuit raised unique issues regarding the employer’s obligation to provide offshore work opportunities where it was also providing onshore work.

Represented a national retailer in connection with a $280 million credit facility secured by borrower-owned locations.

Representation of Management in the purchase of certain real estate and the outstanding equity interests in an injection molding and precision machining business from a private equity owner.