Representative Matters

Represented a national distributor in a separation with a global equipment manufacturer, claiming over $1MM was owed to it by the distributor under various distributor agreements between the parties.

Representation of the founders and owners 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 Houston-based de-watering company in connection with the sale of the business in a complex majority recapitalization transaction with a Houston based private equity firm.

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.

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 a title company in defense of a claim under the Fair Labor Standards Act. The plaintiffs were assistant escrow officers claiming unpaid overtime. The case was settled on favorable terms to the client after minimal discovery and briefing on key legal issues.

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

Sale of all of a business engaged in servicing and supplying the wholesale HVAC, welding supply and plumbing supply markets with bulk and cylinder gases and supplies for cash and notes.

Representation of the developer of a multi-phase, mixed-use, urban infill development in the negotiation of the underlying development services agreement and the negotiation of a long-term lease agreement with a regional grocer as the key tenant for the first phase.

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

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

Represented a Houston-based general contractor in capital formation and senior debt facilities.

Represented developer/purchaser of 100+ acres ($9MM) in Bexar County (San Antonio area) in acquisition and negotiation of development agreements with adjacent owners and San Antonio Water Systems (SAWS) for provision of utility service.

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

Represented a private company in its acquisition of an oil and gas services company.