Representative Matters

Represented the developer of master-planned communities in the sale of retail parcels to a national retail developer.

Represented seller conveying ±165 acres of land in Solano County, California

Represented a major oil and gas company in a breach of joint venture claim. The joint venture related to a fractionation facility and the joint venture partner’s failure to properly allocate funds. Two days after the opposing side answered the lawsuit filed on behalf of the client a settlement was reached which gave the client 100% of the relief requested in the petition.

Representation of foreign investors in the acquisition of outstanding minority interests in a proprietary pipe coating joint venture including negotiation of access rights over adjacent real property and licensing agreements for proprietary Technology.

Represented the seller of twenty-seven (27) franchises and locations of a national burger fast food restaurant with a purchase price of approximately $65,000,000. Active in day-to-day management of the transaction, drafting of the asset purchase agreement and other ancillary documents, reviewing and responding to the objections to the title commitment and responsible for obtaining all landlord consents and estoppel certificates.

Represented the seller of all stock in a electrical process heater corporation in a two tranche closing, with the first closing valued at approximately $25,000,000 and the second closing value being determined in 2021 based on a multiple of the company’s EBITDA. Drafted the disclosure schedules, restrictive covenant agreements, corporate consents, secretary certificates and funds flow spreadsheet.

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

Represented an energy resilience solution provider that designs, manufactures, installs, monitors and services microgrid systems with a sizable capital raise from a strategic partner to conduct the first 100+ projects.

Represented a Texas based environmental and industrial waste services business in the $51,000,000 sale to a strategic private equity backed buyer, along with the negotiation of the post-closing rollover equity and founder compensation package.

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.

Routinely represented a national bank in many aspects of creditor rights law, including the enforcement of loan documents and collection claims.

Lead counsel in connection with the acquisition of Connectivity Source Partners and ongoing representation of the combined entity, which is one of the largest T-Mobile dealers in the country

Represented a Houston-based industrial tank cleaning business in connection with a $13 million refinance transaction with a senior commercial lender. Represented same company in a later $60 million majority recapitalization transaction with a St. Louis based private equity firm.

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

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.

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