Representative Matters

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

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.

Successfully represented a development company in an arbitration proceeding to remove a $500,000 mechanic’s lien recorded by a contractor against the property.

Purchase of a 430,000 barrel storage facility and terminal and approximately 220 acres of undeveloped real property for future development, including negotiation of a pollution indemnity, joint services agreement and agreement to provide transitional services.

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.

Sale of 85% of the equity in a professional employer, payroll processing and administrative services organization. 

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.

Won a summary judgment for a popular local restaurant in a lawsuit filed by a competing restaurant in the same shopping center. The plaintiff sued the client in an effort to shut down their operations claiming certain lease covenants were being violated. The competing restaurant alleged it was a third-party beneficiary to the client’s lease with the center’s landlord. After briefing the issues to the trial court a summary judgment was granted dismissing all of plaintiff’s claims within four months from the date the lawsuit was filed.

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.

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

Represented the seller of a pair of Class A office buildings with approximately 200,000 total square feet to a national real estate investment fund.

Represented several individuals in the negotiation of fractional ownership and “jet-card” agreements

Represented client in creating a co-development arrangement for developing land in McKinney, Texas

Sale of a controlling interest in a utility construction and maintenance business to a public company in exchange for cash, notes and stock, negotiation of multiple post-closing amendments relating to purchase price adjustments and extension of payment terms, and resolution of post-closing disputes relating to payment of notes and restrictions on and value of stock issued in the transaction.

Ongoing representation of a Mauritius based company in connection with its international expansion strategy for distribution of specialized software for oil and gas well analysis.

Represented a multi-location dental practice in bad faith claims against an insurance company involving loss of business income, loss of equipment and inventory, and reimbursement for continuing operating expenses and expenses in connection with moving dental practice to temporary locations.