Acquisition of IGI Corp. and its Subsidiaries by Nekoosa Coated Products, LLC, a Wingate Partners Portfolio Company
Represented Wingate Partners in the acquisition by its portfolio company, Nekoosa Coated Products, LLC, of IGI Corp., parent of RTape Corp. and CET Films Corp., New Jersey-based manufacturers of specialty pressure-sensitive application tapes and extruded films used in the graphic arts industry.

AT&T/i-700
Represented AT&T in its acquisition of FCC licenses from i-700.

Huron Inc. Sale Transaction
Represented SunTx Capital Partners in its sale of Huron Inc., an automotive industry part manufacturer that is a leading supplier of critical engine and transmission components and assemblies.

Purchase of Assets of Cellular Specialties, Inc.
Advised Goodman Networks Incorporated in connection with its acquisition of the services division of Cellular Specialties, Inc., one of the largest in-building wireless services companies in the U.S., for a price of $18 million plus up to $17 million in earn-out payments.

Representation of Distributor of Plastic Resin in Central America in Asset Sale
Represented distributors of plastic resin in Central America (a Costa Rican corporation and its Texas limited partnership affiliate), in the sale of their assets to a U.S.-based distributor of engineering and commodity grade thermoplastics.

AT&T/Cavalier
Represented AT&T in its acquisition of FCC licenses from Cavalier Wireless.

AT&T/OnAsset
Represented AT&T in its warrant investment.

Acquisition of Assets of EP-Team, Inc. by Affiliates of BNSF Logistics, LLC
Represented BNSF Logistics International, Inc. in its acquisition of EP-Team, Inc., a privately held global logistics project cargo provider.

Acquisition Program
Represent NYSE-listed company in its serial acquisition program, including acquisition of more than 50 companies throughout the United States.

Acquisition of Communications Infrastructure
Represented NYSE-listed company in acquisition of European cellular tower portfolios.

Acquisition of Stock and Assets of Albacor Shipping Inc. (Canada) by Affiliates of BNSF Logistics, LLC
Represented BNSF Logistics, LLC in its acquisition by affiliates of Albacor Shipping Inc., a Canada-based international global project and general cargo provider with locations across North America, Europe and Russia.

Asset Purchase Agreement
Represented Meisel Photographic Corporation, a leader in innovation and custom design for the retail graphics market, in the sale of substantially all of its assets to a wholly-owned subsidiary of R.R. Donnelley & Sons Company.

Sale of Interests Held by Rise Energy Partners, LP
Advised Rise Energy Partners, LP in connection with its sale of interests in various oil and gas producing properties offshore southern California to Memorial Production Partners LP for a purchase price of approximately $271 million.

Asset Purchase Agreement
Represented Skid-O-Kan, Co., a waste management company, in the sale of substantially all of its assets.

Sale of Assets of Ameri-Tech Industries, LLC
Represented Ameri-Tech Industries, LLC in the sale of assets to Aries Building Systems, LLC, a wholly owned subsidiary of Reliant Asset Management, LLC.

XZ Joint Venture
Represented U.S. pressure control products manufacturer and distributor in its $8 million joint venture with a Chinese petrochemical machinery company.

Acquisition of Subsidiary of Malaysian National Oil Company Holding Working Interests Offshore Equatorial Guinea
Represented VAALCO Energy, Inc., a NYSE company, in its acquisition of a subsidiary of Malaysian national oil company holding working interests offshore Equatorial Guinea.

Doedijns Acquires Logan Industries
Represented Doedijns International, a private equity-backed international manufacturer of hydraulic systems, in its acquisition of Logan Industries, a U.S. operation focused on oilfield equipment, in order to enter the U.S. market.

Sale of Private Company
Represented individual shareholders in the sale of Computex, Inc., an IT network infrastructure and hardware company, to a private equity fund.

Acquisition of Nekoosa Coated Products by Wingate Partners
Advised Wingate Partners in the purchase of all of the equity interest in Wisconsin-based specialty paper manufacturer Nekoosa Coated Products.

Recapitalization of Spencer N. Enterprises Inc.
Represented private equity fund in its recapitalization of Spencer Enterprises Inc., a decorative pillows and window coverings designer and manufacturer.

Haynes and Boone Represents Garden Oaks Funeral Home in the Sale of its Business to S.E. Funeral Homes of Texas, Inc.
A team of Haynes and Boone attorneys, led by Jeff Dinerstein and supported by Jessi Rivera, counseled Garden Oaks Funeral Home in the sale of its business to S.E. Funeral Homes of Texas, Inc.

Haynes and Boone Represents Schmidt Funeral Home in Sale of Business to Carriage Management, L.P.
A team of Haynes and Boone lawyers, led by Jeff Dinerstein and supported by Jessi Rivera, represented Schmidt Funeral Home in the sale of its business to Carriage Management, L.P.

Combination of Energy Companies
Represented one of the largest independent energy retailers that markets and sells electricity and natural gas in the U.S. in a combination with Public Power, LLC, in order to form the resulting parent company, Crius Energy, LLC, of both entities.

Acquisition of the Assets of USA Mobile Crane, LLC by Allegiance Crane & Equipment, LLC
Represented Allegiance Crane & Equipment, LLC, a subsidiary of Prophet Equity LP, in its acquisition of the assets of USA Mobile Crane, LLC.

Membership Interest Purchase and Transfer
Represented JBD DCH Griffin, LLC in sale of membership interests to add additional member to the company.

Purchase, Contribution and Redemption Agreement
Represented sellers in the sale ownership in Curves International, Inc. and Curves for Women II, L.C. to Curves International Holdings, Inc. and NCP-CW Corp., respectively. Curves is the largest fitness club franchise in the world.

Acquisition of Service King by the Carlyle Group
Advised Service King Collision Repair Centers in the sale of its operations to a private equity fund managed by The Carlyle Group.

Acquisition of M&R Industries, Ltd. d/b/a KM Services, Pro-Flow Fabrication Technologies, Ltd. and LTI Lambright, LLC
Represented companies who manufacture and sell parts for directional drilling, M&R Industries, Ltd. d/b/a KM Services, Pro-Flow Fabrication Technologies, Ltd. and LTI Lambright, LLC, in the sale of substantially all of their assets to Enteq KMS LLC, a wholly-owned subsidiary of Enteq Upstream PLC, an oil and gas field services company.

Disposition of Communications Business
Represented KeyOn Communications Holdings, Inc. and its subsidiary, KeyOn CommX LLC in its disposition of its VoIP business.

Acquisition by Frigelar North America, Inc. of Four Johnstone Supply Locations from Jovan Corporation
Represented Frigelar North America, Inc. in its acquisition of four Johnstone Supply Locations from Jovan Corporation.

Acquisition of Hotel Nikko Mexico
Represented Hyatt International Inc. in the acquisition of the 756-room Hotel Nikko Mexico for approximately $190 million from Japan-Mexico Hotel Investment Co., Ltd.

Membership Interest Purchase Agreement
Represented Port-A-Cool, LLC in the sale of all of its membership interests for $80 million to Walter Meier Corp., a subsidiary of Walter Meier AG. Port-A-Cool, LLC is the leader in evaporative cooling in the United States.

Stock Purchase Agreement
Represented Hitachi Consulting Corporation in the purchase of all of the stock of PRIZIM, Inc.

Ruby Tuesday Acquisition of Assets of Lime Fresh
Represented Ruby Tuesday, Inc. in its $24 million acquisition of assets of Lime Fresh Mexican Grill, Inc. and its affiliates. The asset purchase includes the brand's intellectual property rights and the assets of seven company owned restaurants, as well as royalties from five franchised restaurants.

Acquisition of Skagen Designs, Ltd.
Assisted Fossil, Inc. in its agreement to acquire Skagen Designs, Ltd. and certain of its international affiliates for approximately $232 million in cash and 150,000 shares of Fossil common stock. The acquisition closed April 2, 2012.

Pre-Acquisition Labor Law Advice and Counsel
Counseled private equity fund concerning purchase of unionized industrial maintenance contractor with numerous national and local agreements that was engaged in providing specialized services at electrical and nuclear generating facilities, refineries and chemical plants, concerning labor law successorship, single employer and joint employer issues, scope and jurisdiction of labor agreements, and impact of transaction on affiliated non-union portfolio companies.

Acquisition of IMS Research
Represented IMS Group Holdings Ltd. in the sale of all of its shares to IHS Group Limited for approximately $46 million.

Represented Adams Golf in Acquisition Agreement with the adidas Group
Advised Adams Golf, Inc. in its agreement to be acquired by TaylorMade-adidas Golf in a transaction valued at about $70 million in which TaylorMade-adidas agreed to purchase all outstanding shares of Adams Golf for $10.80 cash per share for a total equity value of approximately $89 million.

Bayer Transaction
Represented KMG-Bernuth, Inc., a subsidiary of KMG Chemicals, Inc., in its $10.5 million sale of its animal health business.

Stock Purchase
Represented acquiror in the purchase of all of the stock of a provider of consumer bankruptcy and foreclosure services.

Acquisition of the Assets of Nix Health Care System by an affiliate of Prospect Medical Holdings, Inc.
Represented Prospect Medical Holdings, Inc. in the acquisition by an affiliate of the assets of Nix Health Care System from an affiliate of Merit Health Systems, LLC.

Acquisition of Oregon Armored Service, Inc.
Represented public company in acquisition of 100 percent of the capital stock of Oregon Armored Service, Inc., a privately-held armored service business, including environmental review, negotiation of commercial leases, and post-closing corporate reorganization.

Sale of the Assets of Nex-Tech Aerospace, Inc. and Nex-Tech Aerospace Holdings, Inc.
Represented Nex-Tech Aerospace Holdings, Inc. in the sale of the assets of Nex-Tech Aerospace, Inc. and Nex-Tech Aerospace Holdings, Inc. to an affiliate of Gridiron Capital.

Acquisition of Morton's Restaurant Group, Inc.
Represented Fertitta Morton's Restaurants, Inc. in its $180 million acquisition of Morton's Restaurant Group, Inc., a high-end steakhouse restaurant chain.

Acquisition of Privately Held Mortuary Business
Represented public company in acquisition of assets and related real property from a privately-held mortuary business, including environmental review and negotiation of employment and non-competition agreements with key personnel.

Agreement and Plan of Merger
Represented MSC Holdings, Inc. in its merger with and into Patriot Supply Merger Sub, Inc., a subsidiary of Patriot Supply Intermediate, Inc.

Initial Public Offering of 10 Million Trust Units
Represented one of the largest independent energy retailers that markets and sells electricity and natural gas in the U.S. in the initial public offering of its indirect parent company on the Toronto Stock Exchange. The initial public offering of 10 million trust units of the parent raised $100 million. The majority of the net proceeds of the offering were used to purchase an approximate 26.8% interest in the client.

Acquisition of Assets and Related Real Property from CFH, Inc.
Represented public company in acquisition of assets and related real property from a privately-held mortuary business, including environmental review and negotiation of employment and non-competition agreements with key personnel.

Acquisition of Assets from Franklin and Downs Funeral Home, Inc.
Represented a public company in acquisition of assets from a privately-held mortuary business, including negotiation of mulitple commercial leases for real property used in connection with the business, environmental review, employment and noncompete agreements with key personnel.

Nefab Acquisition of PDS Global
Represented Nefab Companies, Inc. in the $2.4 million acquisition by its Mexican affiliate (and its Swedish parent - 1 share) of PDS Global Packaging, S.A.de C.V., a Mexican industrial packaging company.

Reverse Merger and PIPE Financing
Represented Blue Calypso, Inc. in its reverse merger and subsequent PIPE transaction with JJ&R Ventures, Inc., a public shell company.

Sale of the Stock of ICS Holding Corp., Parent of Industrial Container Services, LLC
Represented Wingate Partners and ICS Holding Corp. (ICS) in the sale of all of ICS' stock to Aurora Capital Group.

Acquisition of a Steel Wire Manufacturer by a Private Equity Client
Represented North Texas-based private equity client in its acquisition of a steel wire manufacturer.

Complex Sale of Assets
Represented an upstream oil field environmental services company in a complex sale of assets to a private equity firm involving senior and subordinate financing, earnout notes, retention of seller management, formation of related pass-through entities, and negotiation of a lease between a seller affiliated entity and the purchaser covering all operations of purchaser.

Carriage Team Kansas, LLC Acquisition of Asset from Don Grantham Funeral Home, Inc.
Represented public company in acquisition of assets and related real property from a privately-held mortuary business, including environmental review and negotiation of employment and non-competition agreements with key personnel.

Stock Purchase Agreement
Represented seller in the sale of 100 percent of the stock of Chemguard, Inc. to Central Sprinkler Company, a subsidiary of Tyco International.

TAOS Combines with austriamicrosystems AG (SIX: AMS)
Texas Advanced Optoelectronic Solutions, Inc. (TAOS), a leading optoelectronic solutions provider, combines with austriamicrosystems AG (SIX: AMS), a leading global designer and manufacturer of high-performance analog integrated circuits in a strategic transaction valued at $320 million for cash and stock of AMS.

Magnablend
Represented Cotton Creek Capital Management in its investment, together with TGF Management and Austin Ventures, in, and the recapitalization of, Magnablend, Inc.

The EGT Group, Inc.
Represented Consolidated Graphics, Inc. in a UCC private sale transaction in which the client purchased the assets of The EGT Group, Inc.

Investment in Peninsula Compost Company, LLC
Represented Waste Management, Inc., in an investment in Peninsula Compost Company, LLC (PCC), which operates a composting facility in Wilmington, Delaware.

Private Placement - Oilfield Service Company
Represented an oilfield services company in connection with the private placement of notes and LLC interests.

United Rentals Northwest, Inc. Acquisition of Gulfstar Rental Solutions, LP
Represented United Rentals Northwest, Inc. in its purchase of substantially all of the assets of Gulfstar Rental Solutions, LP.

Exploration and Operating Agreements
Represented acquiror of 50 percent working interest in undeveloped properties with commitment to fund drilling expenses for total consideration of $19.75 million.

Represented Hudson Holding Corporation in Merger
Represented Hudson Holdings Corporation in connection with its acquisition by Rodman & Renshaw Capital Group, Inc. in exchange for common stock of Rodman & Renshaw Capital Group, Inc. registered under an S-4 Registration Statement.

Forrest City Grocery Co. in its Sale to Core-Mark Holding Company, Inc.
Represented Forrest City Grocery Co. (FCGC), a food industry wholesale distributor, in its sale to Core-Mark Holding Company, Inc. (Core-Mark), a marketer of fresh and broad-line supply solutions to the convenience retail industry, via an all-cash merger pursuant to which FCGC became a wholly-owned, indirect subsidiary of Core-Mark.

Dean Foods Sale of its Customer-Brand Yogurt Business to Schreiber Foods
Represented Dean Foods in the sale of the assets related to its customer-brand yogurt business to Schreiber Foods.

Water Providers
Represented Water Providers, Ltd., a provider of water transfer services in the natural gas industry, in the sale of its assets to Select Energy Services, LLC.

Dean Foods in Sale of Mountain High Yoghurt
Represented Dean Foods and its subsidiaries in the sale of assets related to the Mountain High yoghurt business to General Mills, Inc.

Acquisition of B&B ARMR by Strait Lane Capital
Represented Integrated Security Systems, Inc., in the acquisition of the assets of its subsidiary, B&B ARMR, by Strait Lane Capital Partners.

Acquisition of Intellectual Property Assets of Ometric Corporation
Represented Halliburton Energy Services, Inc. in its acquisition of intellectual property assets of Ometric Corporation, a South Carolina corporation.

Southern Flow
Represented Zedi, Inc. in its acquisition of Southern Flow Companies, Inc. from PowerSecure International, Inc. Southern Flow provides sales, installation, calibration, inspection, maintenance, and measurement services to the petrochemical industry.

Stock Purchase Transaction
Represented a large hedge fund in a stock purchase transaction where it acquired the controlling interest in a domestic cogeneration facility.

CapStar Commercial Real Estate Services, Ltd. sale to Cassidy Turley, Inc.
Represented CapStar Commercial Real Estate Services, Ltd. in the sale of all of its assets to Cassidy Turley, Inc.

Jackson Group
Represented CGX and its subsidiaries in acquisition of printing assets of Total Response, Inc. and Jackson Press, Inc.

Wingate Partners in its Acquisition of Preferred Compounding Corp.
Represented Wingate Partners in its acquisition of Preferred Compounding Corp., a supplier of proprietary and custom mixed rubber compounds.

Gulfstream Crane Acquisition
Represented Prophet Equity LP in its acquisition, by an affiliate, of the assets of Gulfstream Crane, LLC out of bankruptcy.

Ace Asphalt of Arizona, Inc. Acquisition
Represented Prophet Equity LP in its acquisition, by an affiliate, of all of the stock of Ace Asphalt of Arizona, Inc.

Valtech SA Acquisition of Adea, Inc.
Represented Adea, Inc., a technology consultancy with global operations, in the acquisition of its assets by Valtech S.A.

Purchase of Assets - Funeral Home
Represented a subsidiary of Carriage Services, Inc. in its acquisition of White's Funeral Home in Azusa, California, a family owned and operated funeral home established in 1917.

Harland Financial Solutions, Inc. in its Acquisition of Software Companies
Represented Harland Financial Solutions, Inc. in its acquisition of Parsam Technologies, LLC, a financial services application software company, and SRC Software Private Limited, and an application development services company.

Acquisition of GreenSoft Solutions, Inc.
Represented Layered Technologies, Inc. in its acquisition of GreenSoft Solutions, Inc.

Acquisition of True Automation by LPS
Represented True Automation, Inc. in its sale to Lender Processing Services, Inc.

Acquisition of Infinity Resources, Inc.
Represented CD Listening Bar, Inc., an Internet-based distributor of entertainment media, in its acquisition of Infinity Resources, Inc.

Brazos Private Equity Partners in its Acquisition of Duncan Industrial Solutions, Inc.
Represented Brazos Private Equity Partners in its acquisition of Duncan Industrial Solutions, Inc., leading distributor of name-brand industrial MRO supplies and equipment.

Purchase and Sale by Kinder
Represented an affiliate of The Thompson Company in the sale of assets to Kinder Morgan Treating LP.

Acquisition of Williams Fire & Hazard Control
Represented Chemguard, Inc. in its acquisition of all of the stock of Williams Fire & Hazard Control, Inc.

EF Johnson Technologies, Inc. Going-Private Sale
Represented publicly traded EF Johnson Technologies, Inc. in a going-private sale of the company to private equity firm Francisco Partners II, L.P.

Purchase of Stroud Prue Sand Unit Lincoln and Creek Counties, Oklahoma
Represented Juno Energy II, LLC in its purchase of assets from Dadson Production, LLC.

Trident Global Communications, LLC and Subsidiaries in a Distressed Merger Transaction
Represented Trident Global Communications, LLC, a Houston based communications company and its subsidiaries S&P Cellular Holding Company, LLC, Petrocom License Corporation, Employee Acquisition Company, LLC, Sola Communications, LLC, Coastel Acquisition, LLC, and Petrocom, LLC d/b/a Broadpoint in the distressed sale and merger of Petrocom License Corporation, Employee Acquisition Company, LLC, Sola Communications, LLC, Coastel Acquisition, LLC, and Petrocom, LLC d/b/a Broadpoint with and into Broadpoint, LLC an indirect subsidiary of Cellular One Communications, a global cellular and satellite communications company. Broadpoint, LLC purchased substantially all of the assets of Petrocom, LLC and its subsidiaries for $20 million as partial repayment of Petrocom’s indebtedness to CoBank, ACB.

Hickory Printing Group, Inc.
Represented CGX and its subsidiaries in acquisition of printing assets of Hickory Printing Group, Inc.

Loomis Armored US, LLC Purchase of Assets from 1st Armored, Inc.
Represented Loomis Armored US, Inc. in its purchase of assets from 1st Armored, Inc.

Asset Purchase Agreement
Represented Manufacturas Especializadas, SA in its purchase of Texas manufacturing assets from Snoke Special Products Co., Inc.

TXCO Resources - Newfield Exploration Co.
Representation of Newfield Exploration Co. in purchase of assets in the Maverick Basin of Southwest Texas from TXCO Resources Inc., a San Antonio-based oil and natural gas exploration and development company. Newfield and the Anadarko Petroleum Company purchased substantially all the assets of TXCO for $310 million pursuant to an order of the United States Bankruptcy Court for the Western District of Texas.

Acquisition of Onshore Seismic Data and Multi-Client Data Library Business of Petroleum Geo-Services ASA
Represented Geokinetics, Inc. in its purchase of onshore seismic and multi-client library business of PGS Onshore, Inc.

Acquisition of Majority Interest
Represented Waste Management and its subsidiaries in a roll-up transaction by its contribution of assets and properties of two joint ventures to 1-800-Pack-Rat, LLC. Waste Management led the negotiations as a result of receiving a majority equity interest in 1-800-Pack-Rat, LLC along with board control. The transaction included the simultaneous contribution of assets and properties in exchange for equity by six other joint venture partners and franchisees to 1-800-Pack-Rat, LLC.

Acquisition by Rockwell Collins, Inc. of AR Group, Inc., Aerovip, L.P., AR Leasing Services, L.P. and International Air Associates, L.P.
Represented Air Routing International Corporation in the sale of stock to Rockwell Collins, Inc.

Purchase of Assets
Represented Waste Management Bagco, LLC in the purchase of substantially all of the assets of TUBS, Inc's Bagster^® business.

Purchase and Sale Agreement, dated 12/15/09 by and among Pacific Energy Resources Ltd., San Pedro Bay Pipeline Company, Rise Energy Beta, LLC and SP Beta Properties, LLC
Represented Rise Energy Partners, LP in Bankruptcy Code section 363 purchase of offshore California oil reserves, oil production platforms, and pipelines from Pacific Energy Resources Ltd. Transaction involved a court ordered auction and credit bid by Rise of indebtedness totalling approximately $500 million.

Representation of Public Waste Company in Acquiring Electronic Waste Recycling Assets
Represented international public waste company in multiple asset acquisitions involving electronic waste recycling.

Avatar Hospitality Systems, Inc. - Asset Purchase
Represented Avatar Systems, Inc. in its purchase of assets from Yellak, Price, and Associates.

Mariner Energy
Purchase and Sale Agreement by and between Edge Petroleum Corporation, and others as seller, and Mariner Energy, Inc., as buyer, in connection with the bankruptcy auction of the stock of Edge Petroleum's subsidiaries holding its oil and gas properties, valued at approximately $215 million after anticipated purchase price adjustments.

Acquisition of Assets of Altec Lansing Division of Plantronics, Inc.
Represented Prophet Equity LP in its purchase of assets of Altec Lansing from Plantronics, Inc.

Apollo Management VII, L.P. Acquisition of Parallel Petroleum Corporation
Represented Parallel Petroleum Corporation in the sale of the company to Apollo Management VII, L.P.

Acquisition of Assets of Funeral Home in California
Represented public acquiror in the funeral and cemetery service industry in connection with the acquisition of the assets of a privately held funeral home based in California.

Sale of TeacherWeb, Inc.
Represented Archipelago Learning, LLC in the sale of TeacherWeb, Inc. to Edline, LLC.

Stock Transactions for Eyeglass Frames Manufacturer
Representation of a privately held company that manufactures eyeglass frames via sale of options to purchase 70 percent and 30 percent of the issued and outstanding stock of target.

Divestitures
Represented Royal Dutch Shell in the sale of its downstream businesses in Honduras, Guatemala, Nicaragua, El Salvador, Panama and Costa Rica, as well as the sale of two joint venture interests.

Renwood Acquisitions, LLC Acquisition of Assets of Heckethorn Manufacturing Co., LLC
Represented Rosewood Investments, Inc. in its purchase of assets from Heckethorn Manufacturing Co., LLC.

Acquisition of Eagle Canada, Inc.
Represented TGC Industries, Inc. which, in October of 2009, was the successful bidder in a Chapter 11 bankruptcy proceeding to acquire all of the stock of Eagle Canada, Inc. which is engaged in the business of providing seismic data and surveying services to the Canadian energy industry.

Acquisition of Division
Represented an NYSE-listed company in acquisition of a division of a public company.

CARBO Ceramics, Inc. in its Acquisition of BBL Falcon Industries, Ltd.
Represented CARBO Ceramics, Inc. in its acquisition of BBL Falcon Industries, Ltd., a leading supplier of spill prevention and containment systems for the oil and gas industry.

Sports Team Acquisition
Represented lead investor in acquisition of NHL hockey franchise.

Acquisition of Baker Energy
Represented Wood Group E&PF Holdings, Inc. in its purchase of stock.

Public and Private Offerings
Represented a New York Stock Exchange listed company in an initial public offering, secondary equity offering, 144A debt placement and exchange offer, and public debt transaction.

Acquisition of Ecora Software Corporation
Represented Trilogy, Inc. in its acquisition of Ecora Software Corporation.

Investments
Represented foreign nationals in multiple private-equity investments and real estate developments in the United States.

Financing and Acquisition
Represented investor group in equity and debt offering and subsequent acquisition of a pipeline construction business.

Dean Foods Purchase of Assets from Dairyland, Inc.
Represented Dean Foods in its purchase of assets from Dairyland, Inc.

Agreement and Plan of Merger Between Applied Research Associates, Inc., et. al. and Geo-Marine, Inc., et. al.
Represented Geo-Marine, Inc. in the sale of the company to Applied Research Associates, Inc.

Equity Investment in Empresa Energy LLC by EnCap Energy Capital Fund VII, L.P.
Represented Empresa Energy, LLC in its sale of equity to EnCap Energy Capital Fund VII, L.P.

Equity Investment by Stephens Group
Represented Goodman Networks Incorporated in a stock purchase.

Representation of Public Waste Company in Branded Retail Product Acquisition
Represented international public waste company in acquisition of branded disposable waste container retail product line.

Walnut Media Group, Ltd.
Represented a private investor in its purchase of stock from PRC-based Walnut Media Group Ltd.

Representation of Public Waste Company in Asset Acquisition from Foreign Seller
Represented international public waste company in asset acquisition of disposable waste container retail product business from Canadian seller.

Asset Acquisition
Represented ViewCast.com Inc. in its purchase of assets from Ancept Media Server, LLC.

Acquisition of the Assets of Intelli-Site, Inc.
Represented Integrated Security Systems, Inc. in the sale of assets to Vuance, Inc.

Working Interest Sale
Represented Toreador Resources Corporation in a sale of assets to Petrol Ofisi AS.

PlainsCapital Corporation in its Acquisition of First Southwest Holdings, Inc.
Represented PlainsCapital Corporation in its acquisition of First Southwest Holdings, Inc.

Asset Purchase Agreement
Sales of assets of privately held company that provides software for the oil and gas industry in exchange for a combination of cash and stock of buyer.

Purchase of Stock
Represented Dean Foods in its purchase of stock from CreaMiser Products Corporation.

Ben E. Keith Company Acquisiton of Assets of Winn Meat Company, L.P.
Represented Winn Meat Company, L.P. in the sale of assets to Ben E. Keith Company.

Acquisition of Assets of Payments Nation
Represented Viewpointe Archive Services in its purchase of assets from Payments Nation.

AT&T, Inc. in its $275 Million Acquisition of Wayport, Inc.
Represented AT&T, Inc. in its $275 million acquisition of Wayport, Inc., a network and applications management company that provides back-office management for Wi-Fi hot spots.

Purchase of Assets by Loomis Armored US, Inc. from EM Armored Car Service, Inc.
Represented Loomis Armored US, Inc. in its purchase of assets from EM Armored Car Service, Inc.

Purchase and Sale Agreement
Represented Toreador Resources Corporation in a sale of assets to RTF Realty Inc.

Asset Purchase Agreement by and between WM Universal Waste Lamptracker 2, Inc. and Earth Protection Services, Inc.
Represented international public waste company in multiple asset acquisitions involving electronic waste recycling.

Merger with the Boeing Company and Aviall
Haynes and Boone represented Aviall Inc. in the company’s $2.05 billion merger with the Boeing Company. The deal represented the largest purchase for Boeing in a decade. As the world's largest independent provider of new aerospace parts and related aftermarket services, Aviall is a leading solutions provider of aftermarket supply-chain management services for the aerospace, defense and marine industries.

Multi-Currency Financing - Mirant - Sale of Caribbean Assets
Represented Mirant Corporation in its divestiture of various Caribbean majority-owned and minority-owned power-related assets and operation.

Acquisition of Public Restaurant Company
Represented a New York Stock Exchange listed restaurant company in a number of acquisitions of public and private restaurant companies in 50 states including dealing with leasehold, environmental, liquor license, and other regulatory matters.

$1.2 Billion Buyout - Restaurant and Casino Company
Represented the company in a $1.2 billion management led-buyout of a NYSE casino, hotel and restaurant company.

Honduran Power Project (RECO)
Advised U.S. investor in purchasing a majority interest in the Honduran power distribution company Roatan Electric Company, the local distribution company for the Island of Roatan, Bay Islands, Honduras, including due diligence review, submission of bid to the Honduran power company ENEE, and negotiation of transaction documents.

Kevco, Inc.
Representation of this $500 million public company which was one of the country’s largest manufacturers and distributors of building products for manufactured housing and motor homes in its Chapter 11 case.

EnerVest Energy Institutional Fund
Represented EnerVest Energy Institutional Fund X, EnerVest Energy Institutional Fund XI, EV Energy Partners and EnerVest Wachovia Co-Investment Fund in their acquisition from Anadarko Petroleum Corporation of $750M of oil and gas properties located in the Austin Chalk Field of Texas.

Sale of International Sealant Manufacturer
Represented the Selling Stockholders in the sale of one of the world's largest sealant manufacturers to an International private equity firm for an enterprise value of $144 million.

Acquisition - TWA Assets
American Airlines in its acquisition of Trans World Airways (TWA) assets out of Chapter 11 proceedings.

Acquisition of Public Property and Casualty Insurance Company
Represented a New York Stock Exchange property and casualty insurance company in the acquisition of another New York Stock Exchange property and casualty insurance company in an initial hostile takeover attempt that ended in a friendly transaction.

Affordable Residential Communities Inc.
Haynes and Boone represented Affordable Residential Communities Inc. in its acquisition of NLASCO Inc., a specialty insurance company with a significant presence in Texas.

Sale of Catering Business to Gate Gourmet
Advising Aerolineas Argentinas, SA (Argentina) in the sale of its majority controlled catering business to Gate Gourmet.

Gulf Canada Resources Limited Merger
Represented Gulf Canada Resources Limited in its merger with Conoco, Inc.

Acquisition of Assets of Lamina Lighting
Represented Lighting Science Group Corporation in its purchase of assets from Lamina Lighting Inc.

Acquisition of Rockfish Seafood Grill
Represented The White Oak Company in its purchase of assets from Rockfish Seafood Grill.

Acquisition of National Default Exchange Holdings, LP by American Processing Company, a Subsidiary of Dolan Media Company
Represented National Default Exchange, L.P. in the sale of stock to American Processing Company, LLC, a subsidiary of Dolan Media Company, for a total consideration of approximately $208 million.

Sale of Vessels
Represented Nabors Industries, Ltd. in structuring the sale of oil and gas supply and support vessels, including drafting of the Private Placement Memorandum.

Wingate Parnters IV, L.P. Acquisition of Sunrise Oilfield Supply, Inc.
Represented Wingate Partners in its purchase of stock of Sunrise Oilfield Supply, Inc.

Acquisition of USA Environment by Wingate Partners IV, L.P.
Represented Wingate Partners in its purchase of USA Environment L.P.

ABC Coating
Represented Commercial Metals Company in its purchase of assets from Banner Rebar Inc., Toltec Steel Services Inc., ABC Coating Co. Inc. of Texas, ABC Coating Co. Inc. of Colorado, Rebar Trucking Inc. and TexEastern Rebar Coating Inc.

Westside Energy
Represented Westside Energy Corporation in a reverse merger with Crusader Energy Group, Inc.

Youku.com’s Venture Capital Investment Rounds
Represented Youku.com, China's YouTube (NYSE:YOKU), in $50 million of its venture capital financings, including investments from investor groups led by Bain Capital and Maverick Capital.

Acquisition of Assets of Weinman Geoscience, Inc.
Represented Global Geophysical Services, Inc. in the acquisition of assets of Weinman Geoscience, Inc. 

Agreement and Plan of Merger
Represented Trilogy, Inc. in its acquisition of Tenfold Corporation.

Sale of Air Security International, L.P. to Medex Global Group, Inc., ASI, Inc., and Medex Security Services, Inc.
Represented ASI Group in the sale of stock to Medex Global Group, Inc.

Agreement and Plan of Merger
Represented  Versata Enterprises, Inc.  in its acquisition of Evolutionary Technologies International, Inc.

Sale of PolySpec NV, Inc. Stock
Represented a private small-cap company in the sale of stock to a public buyer.

Agreement and Plan of Merger
Represented Trilogy, Inc. in its acquisition of Clear Technology, Inc.

Purchase Agreement among Smith Asset Management Group, L.P., AMF-SAMG Finance LLC, Asset Management Finance Corporation
Represented Smith Asset Management in the sale of stock to Asset Management Finance Corporation and AMF-SAMG Finance LLC.

SWS Group, Inc. in its Acquisition of M.L. Stern & Co, LLC
Represented SWS Group, Inc. in its purchase of stock in M.L. Stern & Co, LLC, a California-based brokerage and asset management company, from Pacific Life Insurance Company.

Asset Purchase
Represented 20/20 Companies in the sale of assets to Golden Gate Private Equity, Inc. and JP Capital Partners.

Stock Purchase Agreement
Represented Advanced Medical Partners, Inc., a private company, in its being acquired by HealthTronics, a public company, pursuant to a stock purchase agreement.

Agreement and Plan of Merger
Represented Versata Enterprises, Inc. in its acquisition of NUVO Network Management Inc.

Acquisition of Richfood Dairy
Represented Dean Foods in its acquisition of Richfood, Inc.

Franchise Acquisition - Restaurant
Represented Acquiror in the acquisition of 40 franchised restaurants in a multi-state transaction.

Gerdau/Quanex Class Action and Derivative Litigation
Representation of Brazilian steel company, Gerdau, and its U.S. subsidiary against aiding and abetting claims brought in Texas state court by Quanex shareholders in connection with Gerdau's acquisition of Quanex. Action was ultimately non-suited by plaintiffs.

Stock Purchase Agreement
Represented Electronic Transaction Consultants in the sale of stock to Autostrade International U.S. Holdings, Inc.

Contribution Agreement by and Among Delta Engineering Holdings, Inc. and the Several Contributors Named Therein
Represented selling shareholders of Delta Engineering Corporation in the sale of assets to Delta Engineering Holdings, Inc.

Ecopetrol Acquisition of Propilco, SA, (Colombia)
Advising the Colombian national oil company Ecopetrol in the acquisition of Propilco, SA, one of the largest plastics companies in Colombia.

Representation of Selling Stockholders - Engineering Company
Representation of the selling stockholders in the sale of an engineering company to a major oilfield equipment manufacturer.

Membership Interest Purchase
Represented Promix Technologies in the sale of stock to Chryso, Inc.

Sale of Assets
Represented a custom injection molding plastics company in its sale of assets.

Dell, Inc. in its Acquisition of Everdream Corporation
Represented Dell, Inc. in its acquisition of Everdream Corporation, a leading provider of software-as-a-service solutions for remote-service management.

Purchase Agreement between Sunbelt Self Storage and Storage Specialists, LLC (Sunbelt Self Storage Portfolio)
Represented Sunbelt Self Storage in the sale of stock to Storage Specialists, LLC.

Recapitalization and Stock Purchase
Representation of a publicly traded SBIC in its recapitalization and its stock purchase of an agricultural micro-irrigation products/systems company.

ZVUE Corporation - Acquisition of Assets of eBaum's World, Inc.
Represented ZVUE Corporation in its acquisition of eBaum’s World, Inc., including drafting of the asset purchase agreement and ancillary documents.

Sale of Flexitallic
Represented a venture fund in the sale of a private gasket and sealant maker.

Merger
Represented Voyence, Inc. in the sale of the company to EMC Corporation.

Agreement and Plan of Merger
Represented Trilogy, Inc. in its acquisition of Gensym Corporation.

Sale of Software Development Company
Represented the selling stockholders in the sale of stock of a software development company to a multinational energy services company.

Exchange and Contribution between Lighting Science Group Corporation and LED Holdings, LLC
Represented Lighting Science Group Corporation in its purchase of assets from LED Holdings, LLC.

Highland Capital Management, LP in its Acquisition of Cornerstone Healthcare Group
Represented Highland Capital Management, LP in its acquisition of Cornerstone Healthcare Group, an Austin-based provider of long-term acute care (LTAC) hospital services.

Asset Purchase
Represented TMC Aerospace in its purchase of assets from Secart, LLC.

Securities Purchase
Represented CellXion LLC in the sale of the company to Corinthian Capital Group, LLC.

Agreement and Plan of Merger
Represented Versata Enterprises, Inc. in its acquisition of Nextance Inc.

Dallas Axle and Hub
Represented NuEra International, Inc. in its acquisition of Dallas Axle and Hub, Inc.

Purchase of Assets by Loomis Armored US, Inc. from Guardian Armored Security, Inc., Guardian Armored Assets, LLC, and Guardian Alarm Co. of Michigan, Inc.
Represented Loomis Armored US, Inc. in its purchase of assets from Guardian Armored Security, Inc., Guardian Armored Assets, LLC, and Guardian Alarm Co. of Michigan, Inc.

Mayfield
Represented Commercial Metals Company in its purchase of assets from Mayfield Salvage, Inc.

Sale of Assets of Salty's Well Service Entities
Represented Salty's Manufacturing, Ltd. and its affiliates in the sale of the assets of a group of privately held limited partnerships operating oilfield services businesses to Stallion Oilfield Services, for consideration of approximately $182 million.

Purchase of Daucourt Martin Imports Business
Represented Daucourt Martin Imports LLC in the sale of assets to Skyy Spirits, LLC and Redfire, Inc. (subsidiaries of Davide Campari).

Reddy Ice Corporation Acquisition of Assets of Granite Capital, L.L.C.
Represented Reddy Ice Corporation in its purchase of assets from Granite Capital, L.L.C.

The Blackstone Group
Defense of The Blackstone Group against "aiding and abetting" claims asserted in class action brought in Texas state court by shareholders of Alliance Data Systems, in connection with intended merger and acquisition transaction.

Carrot Bunch Companies, LP Asset Sale
Represented Sino-Tex Aftermarket Appliance Part Purveyors in a sale of assets to Raywen, LLC.

Cogeneration Facility in Curacao, Netherlands Antilles
Lead counsel to sellers in the sale and purchase of a 133-MW electricity, steam, desalinated water and compressed air production facility in Curacao, Netherlands Antilles.

Bouras Acquisition
Represented Commercial Metals Company in its purchase of assets from Bouras Industries et al.

AmerisourceBergen Specialty Group, a subsidiary of AmerisourceBergen in its Acquisition of Xcenda, LLC
Represented AmerisourceBergen Specialty Group, a subsidiary of AmerisourceBergen, in its acquisition of Xcenda, LLC, a leading provider of pharmaceutical brand services, applied health outcomes and biopharma strategies.

CellStar
Represented CLST Holdings, Inc. in the sale of assets to Brightpoint Corporation.

Merger
Represented InnerWireless, Inc. in its acquisition of Pango Networks.

Acquisition of Decca Consulting
Represented Stratum Holdings, Inc. in its purchase of stock from Decca Consulting, Ltd.

Stock and Partnership Interest Acquisition
Represented Jacob Garza in the sale of stock to Domin-8 Enterprise Solutions, LLC.

Sale of Assets of Ameri-Tech Building Systems, Ltd., Ameri-Tech Transportation, Ltd. and Ameri-Tech Building Systems, LLC
Represented Ameri-Tech Building Systems, Ltd. in the sale of assets to Ashton Capital Partners, LLC.

Asset Purchase Agreement by and among ZXP Technologies, LLC, as Purchaser and RhinoPak, L.P. as Seller
Represented RhinoPak, L.P. in the sale of assets to ZXP Technologies, LLC.

Stock Sale
Represented Five D, Inc. in a merger with United Country Real Estate, Inc.

Sale of Assets - Chemical Packaging
Representation of a privately-held packager of chemicals and refined products in a sale of assets to a strategic buyer.

MMX Mineração e Metálicos S.A. (MMX)
Represented MMX Mineração e Metálicos S.A. (MMX), a Brazilian mining company, in a three tranche facility aggregating US$250 million in bank facilities and R$580 million of financing from the Brazilian Development Bank (BNDES), in a project named as Trade Finance Deal of the Year.

Sale of Medical Device Company
Represented the seller in the sale of a privately-held medical device company to a publicly held strategic buyer.

Asset Purchase
Represented Global Enterprise Management Solutions, LP in the sale of assets to Electronic Data Systems Corporation.

Hillwood Investments Real Estate Development at Peninsula Papagayo in Guanacaste, Costa Rica
Advising Hillwood Investments in connection with the purchase of a concession for a luxury condominium project located at Peninsula Papagayo in Guanacaste, Costa Rica.

Sale of Restaurants to Venture Fund
Represented a major public restaurant company in the sale of more than 120 restaurants to a venture fund.

Purchase of Assets from Jewelry Manufacturer
Represented a private equity firm in its recapitalization and purchase of assets from a jewelry manufacturer and distributor in a combination debt and equity transaction.

Sale of Assets of Shower Solutions, Ltd.
Represented Shower Solutions, Inc. in the sale of assets to Focus Products Group, LLC.

Merger by and among bioMerieux, Inc. BBI Acquisition, Inc. and Bacterial Barcodes, Inc.
Represented Bacterial Barcodes, Inc. in the sale of the company to bioMerieux, Inc.

Reverse Merger
Represented Panda Energy International in its acquisition of Ciraccor, Inc.

Acquisition of the Common Stock of Questa Software Systems, Inc.
Represented Avatar Systems, Inc. in its purchase of stock from Questa Software Systems, Inc.

Merger of Audiocodes, Inc. and Netrake Corporation
Represented Netrake Inc. in multiple venture capital financings culminating in the sale of the strategic company to AudioCodes Ltd.

Agreement and Plan of Merger
Represented Trilogy, Inc. in its acquisition of Artemis International.

Acquisition of Cymri Corporation
Represented Stratum Holdings, Inc. in its acquisition of Cymri Corporation.

Stock Purchase Agreement
Represented Watchtower CR, LLC in a stock purchase agreement involving Costa Rican real estate.

Asset Purchase Agreement by and among Webxites, L.P., Webxites Holdings, Inc. and Gene McCubbin
Represented Webxites, L.P. in the sale of assets to Webxites Holdings, Inc.

Mindflow Technologies, Inc. Asset Sale
Represented MindFlow Technologies in a sale of assets to Emptoris, Inc.

Restructuring
Represented Highland Capital Management, L.P. in its purchase of stock in and restructuring of Home Interiors & Gifts, Inc.

Acquisition by Tender Offer of Versata, Inc. by Trilogy, Inc.
Represented Trilogy, Inc. in its acquisition of Versata, Inc.

Acquisition - Apparel Retailer
Represented investment fund in bid to acquire assets of apparel retailer.

Sale of Ownership - Storage Warehouses
Representation of investors in connection with the sale of ownership interests in a group of affiliated limited partnerships and limited liability companies owning storage warehouse properties.

Representation of Biotech Developer in Sale of Business
Represented a private biotech developer in the sale of business to a large public company.

Purchase of Capital C Energy Operations, LP Partnership Interest
Represented EnerVest Energy Institutional Fund X in its purchase of stock from Capital C Energy Operations, LP.

Commercial Metals Company's Acquisition of a steel fabrication facility located in Juarez, Mexico
Advising Commercial Metals Company in the purchase of a steel fabrication facility located in Juarez, Mexico from Canam (Canada)

Contribution and Sale Agreement by and among Kinder Morgan Energy Partners, LP, Kinder Morgan Bulk Terminals, Inc., Michael Graves, James V. Rath, and Guy D. Graves
Represented General Stevedores, Inc. in the sale of stock to Kinder Morgan Energy Partners, LP.

Summit Partners Acquisition of Bioassay Laboratory, Inc.
Represented Bioassay Laboratory, Inc. in the sale of stock to Summit Partners.

Disposition of an Interest in a Reprographics Company
Represented a private equity firm in its disposition of an interest in a privately held reprographics company.

Stock and/or Asset Purchase
Participated in the acquisition of Consultoria Internacional Casa de Cambios, S.A. de C.V., and representing Waldo’s Mexico, S.A. de C.V. in the acquisition of certain assets of Grupo Dorians, S.A. de C.V.

Benefits Partners, Inc. Asset Sale
Represented Benefit Partners, Inc. in a sale of assets to Apex Partners Holdings, LLC.

Asset Purchase Agreement
Represented United Rentals, Inc. in its purchase of assets from HSS RentX, Inc.

Merger
Represented IPNetFusion, Inc. in a merger with Nethawk OYJ (Finland).

Acquisition of Onetravel, Inc.
Represented OneTravel Holdings, Inc. in the sale of the company to RCG Companies Incorporated.

Acquisition of Steel Manufacturing Company
Represented a private equity firm in the acquisition of a steel manufacturing company in a Section 363 bankruptcy sale.

Accelacom Baltimore Asset Sale
Represented venture-backed wireless data company airBand Communications Inc. in the expansion of its market through the acquisition of Accelacom Baltimore, Inc.

Acquisition of Assets of Red Oak Sportswear Business by Knights Apparel, Inc.
Represented Four Bayou Lake, Inc. in a sale of assets to Knights Apparel, Inc.

Asset Sale
Represented Covaro Networks, Inc. in the sale of assets to ADVA Optical Networking (Germany).

Spectral Genomics, Inc. Sale of Diversilab Assets to Bacterial BarCodes, Inc.
Represented SGI Holding Corp. (formerly known as Spectral Genomics, Inc.) in a sale of assets to Bacterial BarCodes, Inc.

Representation of Cardinal Investments - Cafeteria Operators, LP
Represented Cardinal Investments, a major private equity firm, in its acquisition of the assets of Furr’s Cafeterias out of its bankruptcy case in Dallas, Texas.

Project Sponsor Representation - Underground Gas Storage
Project counsel to project sponsor and developer on the development of a 20Bcf underground natural gas storage facility (using an existing producing natural gas field) to support the development, construction and operation of a 520-MW combined cycle gas-fired merchant power generation storage facility in Tioga County, New York.  

Representation of Acquiror of Health Care Company
Representation of the acquiring company in the stock acquisition of a health care company and simultaneous issuance of preferred stock to new investors and negotiation of bank credit facility.

Acquisition of Minority Interest - Mexico
Represented Bank of America in its 2003 acquisition of a 24.9% equity stake in Grupo Financiero Santander Serfin in Mexico.

American Airlines Acquisition of TWA's Assets - Latin America and Caribbean
Advised American Airlines in the acquisition of Trans World Airways (TWA) assets out of Chapter 11 proceedings.  Aircraft were located in the U.S. and 13 foreign jurisdictions, including Mexico and parts of Latin America, Caribbean, Europe, and the Middle East.

Pacific Gas & Electric, In re Pacific Gas & Electric
The firm was engaged by the California State Assembly in late 2000 to advise it with respect to the financial crisis facing the incumbent electric production and service providers in California including the crisis relative to availability to electricity and rolling blackouts. The firm advised the legislature with respect to the State of California taking over financial responsibility for the purchase of electric power and later advised the legislature in connection with the bankruptcy of Pacific Gas & Electric and of the workout of the financial at Southern California Edison.

Going Private Transaction - McNeil Partners
Represented McNeil Partners, L.P. in the sale of the company to Whitehall Street/Goldman Sachs.

Defense of Proxy Contest
Represented AAON in the defense of a proxy contest by Bay Harbour.

Advising American Airlines in its acquisition of a minority interest in Aerolineas Argentinas, SA (Argentina)
Advising American Airlines in its acquisition of a minority interest in Aerolineas Argentinas, SA (Argentina), including extensive due diligence and shareholder agreement.

Acquisition - Retail Drug Store Chain
Represented a major California based chain of drug stores in connection with a court sponsored auction of the retail locations of a major California-based retail chain. The purchase price was $35 million.

Acquisition - Sfuzzi Assets
Represented the founder and principal shareholder of Sfuzzi, Inc. in his successful bid to re-acquire control of the Sfuzzi restaurant chain out of its bankruptcy pending in the United States Bankruptcy Court for the Northern District of Texas.

Advising AMR in international restructuring of its Sabre business in Latin America
Advising AMR in the international restructuring of its information technology Sabre business located in over 40 jurisdictions in Mexico and other parts of Latin America, the Caribbean, Europe, and Asia.

Newcastle Partners, LP
The firm represented Newcastle Partners in its successful bid for the assets of this major home decor manufacturing firm in its bankruptcy in the District of Delaware.

Acquisition of Mustang Engineering, Inc.
Represented Wood Group US Holdings, Inc., and John Wood Group PLC in the acquisition of Mustang Engineering, Inc., which is engaged in the design and construction management of offshore structures and modular production facilities, pipeline project supervision, and inspection service worldwide.

Purchase of Stock
Represented a large public international specialty insurance company in the purchase of stock of UK surety corporation.

Acquisition of T-Netix, Inc by a Private Equity Firm
Acquisition of T-Netix through tender offer by H.I.G. Capital, LLC for total consideration of approximately $72 million.

Purchase of Newspapers
Representation of newspaper holding company in connection with the purchase of weekly and daily general circulation newspapers in various markets.

Offering - AMEX Listed Company
Assisted in representation of an AMEX listed company in a $14.8 million offering of preferred stock.

Investment Fund Representation
Ongoing representation of investment funds, buyers and sellers providing advice on pre-merger compliance under the Hart Scott Rodino Antitrust Improvements Act, and federal securities laws in connection with transactions.

Sale of Majority Interest
Represented email marketing company in sale of majority interest to Australian public company.

Investment Fund in Divestment of Equity Interest
Represented investment fund in divestment of equity interest in publicly traded mobile communications company.

Acquisition of Privately-Held Company - Mobile Communications
Acquisition by a privately-held company of the assets of another privately-held company relating to a digital high-frequency FM network for mobile assets.

Acquisition of Oil and Gas Assets from Bankruptcy Estate
Advising clients on the acquisition of U.S. onshore oil and gas producing assets from a bankruptcy estate.

Acquisition of Industrial Facilities
Represented international public waste company in acquisitions of new business units

Acquisition of Maquila Companies and Acquisition Financing in Mexico from Interlake
Advising U.S. company on acquisition of Mexican maquila steel fabrication companies from Interlake.

Acquisition of Maquila Assets in Mexico from Rapid Racks
Advising U.S. company on acquisition of Mexican maquila steel fabrication assets from Rapid Racks.

Merger and Acquisition in Mexico
Advising U.S. client on disposition of line of business in Mexico.

Restructuring and Sale of International Energy Assets - Enron/Prisma
Advised Enron in the restructuring and sale of the Prisma international energy assets in 12 countries.

Merger
Represented Insource Partners Corporation in a merger with EquaTerra, Inc.

Acquisition of International Metals Service
Counsel to Energy Alloys in the $30 million acquisition of International Metals Service in the UK.

Power Plant in Quezon Province, the Philippines
Lead counsel to acquirer of 440-MW coal-fired power plant in Quezon Province, Republic of the Philippines.

Acquisition of Texono Petroleum Corporation
Toreador Resources Corporation in acquisition of Texono Petroleum Corporation.

Acquisition of the Assets of a Privately-Held Drugstore Chain
Acquisition by a privately-held company of the assets of a privately-held drugstore chain, and related financing (senior and subordinated debt).

Representation of Australian Company - Acquisition of Finance Services Company
Represented an Australian publicly traded company with the acquisition of the premier provider of special purpose entity and structured finance services, which required collaboration with accountants concerning generally accepted accounting principals (GAAP) and international accounting standards (IAS) relating to the non-consolidation rules, including FASB Interpretation No. 46, Consolidation of Variable Interest Entities (FASB 46), and the IAS 27, Consolidated Financial Statements and Accounting for Investments in Subsidiaries, for special purpose entities holding billions of dollars of assets.

Private Equity Recapitalization - Software and Internet Solutions Company
Series A convertible preferred stock recapitalization of a privately-held company engaged in software and internet solutions for property management.

Primacis Health Information Systems, Inc.
Representation of healthcare information systems company in connection with merger with healthcare information systems company as part of a consolidation and going public transaction.

Sale of 40 Restaurants
Represented international casual dining chain in sale of 40 restaurants.

Sale of a Line of Business
Represented a large public international specialty insurance company in the sale of a line of business.

Sale of Assets - Specialty Apparel
Representation of a privately-held specialty apparel manufacturing and distribution company in connection with the sale of its assets.

Lothian Oil Company
Represented this privately held oil and gas exploration and production company in its Chapter 11 case in the bankruptcy court in San Antonio, Texas.

Joint Venture in Mexico - Steel Fabrication
Advising U.S. company on joint venture in Mexico for steel fabrication maquila.

Sale of 120 Restaurants
Represented a major NYSE national restaurant and hospitality company in the $192 million sale of the company's restaurant concepts consisting of 120 restaurants in 35 states.

Sale of Assets - Sportswear
Representation of a privately-held sportswear distribution company in the sale of its assets to a financial buyer in a roll-up transaction.

Joint Venture in Bermuda and Colombia - Textiles Company
Advising U.S. textile company on joint venture for construction of spinning plant in free trade zone in Colombia, supply agreements, and land acquisition.

Acquisition of Franchised Restaurants
Represented public restaurant company buyer in acquisition of franchised restaurants.

Joint Venture Formation - Privately-Held Oilfield Services Limited Liability Company
Formation of privately-held limited liability company joint venture for oilfield services business relating to subsea well abandonment and plugging services with respect to subsea oil and gas wells in offshore waters of the United States and other national and international waters.

Allis Chalmers Corporation
Represented a major manufacturer of heating and air conditioning equipment in its purchase of the American Air Filter Division assets out of the Allis Chalmers bankruptcy case pending in the U.S. Bankruptcy Court for the Southern District of New York.

Sale of Business
Represented private company in sale of a manufacturing business to a joint venture of public companies.

Sale of National Party Store Retailer
Represented national party store retailer in sale of 3 retail stores.

Asset Purchase Agreement
Represented GRUPO TMM in its purchase of assets from DaimlerChrylser Services de Mexico, S.A. de C.V. and Auto Convoy Mexicano, S.A. de C.V.

General Corporate, Tax Planning and Compliance, and Tax Litigation in Mexico
Advising U.S. service company on its corporate and tax matters, and Pemex bids and contracts, commercial contracts, labor matters, and tax and administrative litigation in Mexico.

American Airlines Proposed Spin-Off or Sale of American Eagle
Represented American Airlines in connection with its proposed spin-off or sale of American Eagle, a wholly-owned subsidiary of AMR Corporation.

Sale of Florida Resort Hotel
Representation of a Japanese investor in connection with the sale of Florida resort hotel.

Acquisition of Energynet.com
Toreador Resources Corporation in acquisition of Energynet.com.

Asset Acquisition of 23 Franchised Restaurants
Represented investor group in asset acquisition of 23 franchised restaurants.

Sale of Company to International Engineered Products Company
Representation of a privately-held engineering, fabrication and distribution company in its sale to an international engineered products company.

Sale of Assets
Represented Syngence, LLC in the sale of assets to Krona, Inc.

Sale of Technology Company
Represented a private technology company in the sale of the company to a large-cap international public company.

Asset Acquisition
Represented strategic buyer of software company in an asset acquisition.

Highland Capital Management Bid to Acquire Delphi Corporation
Represented Highland Capital Management LP in its $4.7 billion bid to acquire Delphi Corp. Highland, as Delphi Corp.'s then-second-largest shareholder, offered its plan to recapitalize the auto parts giant to top an earlier offer of $3.4 billion made by an investment group led by Appaloosa Management and Cerberus Capital Management L.P. Extensive negotiations were held between Highland and Delphi, with Delphi ultimately proceeding with Appaloosa/Cerberus.

Multi-Practice Team Leader - Acquisition, Corporate Governance and Regulatory Issues
Represented clients in dealing with the SEC; plaintiff class action and derivative counsel; and other constituencies in dealing with stock options backdating and other governance issues, including adopting new corporate governance procedures, handling SEC civil enforcement claims, special litigation committees, and counsel for members of the Board.

Shareholder Representation - Engineering and Construction
Representation of key management and minority shareholders in a management-led buy-out of founding shareholders of a privately-held engineering and construction company.

Asset Purchase Agreement by and between Jaeger Products, Inc., Century Plastics, Inc., Peachleaf Kansas, L.P., Peachleaf de Mexico S. de R.L. de C.V. and Jaeger Acquisition Company
Represented Jaeger Products, Inc. in a sale of assets to Jaeger Acquisition Company/Raschig GmbH.

Acquisition - Banking and Insurance
Formation of a limited liability company bank operating subsidiary and related acquisition of an insurance premium finance company.

Spectral Genomics, Inc.
Representation of biotechnology company in connection with venture capital and bridge financing and sale to large publicly-held life sciences company.

Stock Acquisition between Southwest Insurance Partners, Inc. and National Health Insurance Company
Represented National Health Corporation in the sale of stock to Southwest Insurance Partners, Inc.

Special Transaction Committee - Texas Genco Holdings, Inc.
The Special Transaction Committee of the Board of Directors of Texas Genco Holdings, Inc. in connection with the sale of the publicly-held interests in Texas Genco to GC Power Acquisition LLC, an entity owned by investment funds affiliated with The Blackstone Group, Hellman & Friedman LLC, Kohlberg Kravis Roberts & Co. L.P. and Texas Pacific Group.

Acquisition - Refining and Waste Processing Facility
Represented venture capital investors with the acquisition and restructuring of the equity and debt of a refining and waste processing facility used to extract metals from heavy oil waste from refineries.

Venture Capital and Bridge Financing - Biotechnology
Representation of a biotechnology company in connection with its acquisition through a merger with a mutinational pharmaceutical and life sciences company.

Wingate Partners in its Acquisition of Stein World
Represented Wingate Partners in its acquisition of Stein World, a leading designer, importer, and distributor of decorative home accents including furniture, lamps, occasional tables, accent chairs, and mirrors.

CMSF Corp. Reincorporation Merger
Represented RENN Capital Group in the sale of the assets of CaminoSoft to CMSF Corp.

Dean Foods Co. in Numerous Acquisitions of Various Dairy Assets
Represents Dean Foods Co. in numerous acquisitions of various dairy assets.

Acquisition - Restaurant Chain
Represented full service regional restaurant chain in acquisition of restaurants.

Divestment of Equity Interest - Major Public International Oil Company
Represented major public international oil company in divestment of its equity interest in publicly traded midstream energy service company.

Stock Purchase
Represented a large public international specialty insurance company in the purchase of stock of a new line of business.

Stock Purchase Agreement
Represented Carrollton Marble and Granite, Inc. in the sale of stock to Levantina y Asociados de Minerales, S.A. (Spain).

Bellwether Exploration Company / Purchaser’s Counsel
Purchaser’s counsel for Bellwether Exploration Company/Bargo Energy Company in a merger for cash and stock.

Acquisition of Assets - Valve Manufacturing
Representation of valve manufacturing and distribution company in connection with the acquisition of assets of a valve specialty manufacturing company.

East Texas Steel Company
Represented the Creditors’ Committee in the Chapter 11 case of this steel company in which our attorneys secured bankruptcy court approval to run an auction of the company’s assets. The success of the Committee in putting the company on the market led to the company’s parent infusing sufficient cash into the company to permit a near full recovery to unsecured creditors.

Secondary Sale of Limited Partnership Interest to Investment Fund
Represented public energy company seller in secondary sale of limited partnership interest to investment fund.

Acquisition of Companies
Represented a New York Stock Exchange listed company in multiple acquisitions of service-related companies located throughout the United States.

Acquisition of Assets of Westmark by Tracor, Inc.
Acquisition of substantially all the assets of Westmark Systems, Inc. in exchange for 8,267,435 shares of Common Stock of Tracor, Inc., and registration on combined S-3/S-4 Registration Statement.

Stock Purchase
Represented a large public international specialty insurance company in the purchase of stock of a new surety company.

Exchange Offer - Public Company
Exchange offer for senior subordinated notes for a public company.

Series C Financing
Represented investors in Series C financing of technology company.

Tender Offer - CEC Entertainment, Inc.
Tender offer by CEC Entertainment, Inc. relating to its offer to amend certain stock options under its Stock Option Plan with exercise prices which were less than fair market value on the exercise date.

Tender Offer and Consent Solicitation - Public Company
Tender offer and consent solicitation for senior subordinated notes for a public company.

Tender Offer and Merger Agreement
Tender offer and merger agreement for the acquisition of defense contractor Tracor, Inc. by General Electric Company, p.l.c., for total consideration of approximately $1.4 billion.

Texans Credit Union
Represented Texans Credit Union (the second largest credit union in Dallas) in the divestiture of its commercial real estate lending subsidiary, Texans Commercial Credit LLC, in a transaction valued at approximately $210 million.

Debtor Representation - Mirant Corporation
Represented Mirant Corporation and certain of its direct and indirect subsidiaries in their Chapter 11 cases in Fort Worth. Mirant was an international company whose core business is the production and sale of electricity and electrical capacity. The Mirant Corporation bankruptcy is the largest bankruptcy case ever filed in Texas.

Debt and Equity Investment
Represented hedge funds on an on-going basis with respect to debt and equity investments in publicly traded companies.

National Benevolent Association of the Christian Church Disciples of Christ
Our attorneys represented the Creditors’ Committee in this case. After significant litigation, the Creditors’ Committee obtained authority from the court to run a marketing process for this not-for-profit corporation operating senior care living facilities in 10 different states. The debtor had total indebtedness in excess of $250 million. The marketing process, sponsored by the Creditors’ Committee, yielded proceeds sufficient to pay all creditors in full, in cash, plus interest to the date of payment.

Representation of Debtor - Greate Bay Casino Corporation
We represented this publicly held debtor-in-possession which was a holding company for various entities that owned and operated hotel, casino, and management companies in the gaming industry in its Chapter 11 case in Delaware. The case involved substantial asset sales and contentious litigation with a former trademark licensor.

Acquisition of Municipal Gas System
Represented natural gas distribution company in acquisition of municipal gas system.

Representation of Hong Kong Company with Acquisition
Represented a Hong Kong company with the acquisition from a Japanese venture capital fund of debt and warrants in a U.S. company holding Chinese oil and gas concession rights, and subsequent restructuring of the investment.

Acquisition of Multinational Manufacturer
Represented a group of private investors in the acquisition of a multinational manufacturer requiring senior and subordinated debt and equity financing, handling of multinational environmental, real estate, licensing and joint venture issues and transfer of over 1,000 patents in 40 countries.

Acquisition of Minority Interest in Korean Restaurants
Represented public international full service restaurant chain in acquisition of minority interest in Korean restaurants.

Wingate Partners in its Acquisition of Cal Pacific Specialty Foods
Represented Wingate Partners in its acquisition of a controlling interest in Cal Pacific Specialty Foods, a producer of high-quality value-added strawberry products for the industrial and food service markets.

Acquisition
Acquisition by a large public international specialty insurance company of the stock of a private insurance agency.

TMBR/Sharp Drilling, Inc. in its Merger with a Subsidiary of Patterson/UTI Energy, Inc.
Represented TMBR/Sharp Drilling, Inc. in connection with the merger of TMBR/Sharp Drilling into a subsidiary of Patterson/UTI Energy, Inc.

Wingate Partners in its Acquisition of USA Environment, LP
Represented Wingate Partners in its acquisition of USA Environment, a regional leader in the Gulf Coast U.S. in providing environmental remediation and industrial services including demolition, hazardous waste disposal and transportation.

Counsel to Chansommes do Brazil in its Acquisition by Drypers Corporation
Counsel to Chansommes do Brasil (Brazil) when it was acquired for $12 million in cash and stock by Drypers Corporation.

Counsel to Lead Bank in Acquisition of Enron's Eletrobolt Power Plant
Counsel to Calyon (now known as Credit Agricole Corporate and Investment Bank), the lead bank in the $180 million acquisition of Enron's Eletrobolt power plant by Brazil's national oil company, Petrobras.

Acquisition of AEL Industries, Inc. by Tracor, Inc.
Acquisition of a publicly-held defense contractor, AEL Industries, Inc., for a total consideration of approximately $120 million.

Stock Purchase Agreement
Represented Kelcy L. Warren in its purchase of stock from Roatan Electric Company, S.A. de C.V.

Acquisition of a Pipe Distribution Business
Represented energy technology company in acquisition of a pipe distribution business.

Brokerage Company Representation - Energy
Representation of a group of affiliated energy brokerage companies in a sale of assets to a strategic buyer in a roll-up transaction.

Acquisition of 432-Mile Gas Pipeline in Mexico
Lead counsel to acquiror of 432 mile gas pipeline in Mexico running through the States of Tabasco, Chiapas and Campeche and extending to the Yucatan Peninsula.

Purchaser Representation - Cable Television Systems
Representation of purchaser of rural cable television systems in a consolidation and roll-up transaction.