Health care representations

• Non-profit Health System Combination Transaction: Involved in the combination of two of the largest health system in the United States.
• Hospital Intercompany Transfer: Advised on the transfer of eight (8) non-Catholic care hospitals to newly-created company within Catholic health system.
• Publicly owned health care provider: Handled complex Chapter 11 restructuring of publicly owned health care provider, including successful Section 363 sale and confirmed Plan of Liquidation and Dissolution.
• Integrated health care system: Structured reverse merger, creating public company platform and advising on follow-on acquisitions of hospitals, senior living facilities, support services companies and ancillary health services providers.
• Outpatient service providers: Advised on acquisitions, operations and dispositions of hospital outpatient departments (HOPDs) providing outpatient and ancillary health services.
• Senior care providers: Advised on acquisitions, operations, and dispositions of senior living facilities.
• Senior care providers: Advised on debt refinancing for senior living facilities under HUD mortgage guarantee program.
• ASC providers: Advised on acquisitions, organization, construction, financing, and physician syndication of freestanding ambulatory surgery centers (ASCs).,
• Management service organizations: Advised on the organization and physician syndication of management services organizations (MSOs) for a variety of health service providers.
• Hospital developer: Advised on the formation and capitalization of a Houston-based developer of physician-owned health care facilities, including related private placement and financing transactions.
• Physician-owned health business: Handled the debt restructuring, refinancing and workout of 72-bed physician-owned hospital and related businesses.
• Biotechnology initial public offering: Advised on the initial public offering of approximately $244 million of common stock.
• Innovative dispute resolution: Advised on litigation management and innovative dispute resolution through mediation and other alternative dispute resolution strategies.
• Public company representation: Prepared and reviewed reports required under the Securities Exchange Act of 1934 (e.g., forms 10-K, 10-Q and 8-K; proxy materials; Section 16 reports, etc.) for a variety of publicly traded companies and their officers and directors.
• Public and private financing: Advised on numerous private placements, public offerings, institutional capital raises, real estate leasings, equipment financing and other types of financing and refinancing transactions for health services companies.
• Business in various industries: Advised on numerous mergers, acquisitions, and sales of businesses in across a variety of industries.

Other representation highlights

• Power Line Construction: Advised on the initial acquisition of a power line construction company in connection with a company’s expansion in U.S. markets.
• Oilfield services/marine construction: Advised on the initial public offering of common stock in an oilfield services and marine construction company, together with establishing term loan and revolving credit facilities.
• Fuel distributor: Advised on the formation and capitalization of commercial fuel distribution consolidator and its acquisition of initial platform companies, including related financing transactions.
• Oilfield services/marine construction: Advised on the formation and capitalization of a Houston-based oilfield services and marine construction company, and its acquisition of the four founding companies.
• HVAC industry consolidator: Advised on the formation and capitalization of a Houston-based consolidator within HVAC industry and its acquisition of the seven founding companies.
• Independent energy company: Public debt offerings and commercial paper program for an independent energy company.
• Marine terminal owner: Advised on the acquisition of commercial shipping terminal facility, including related corporate and financing transactions.
• Steel fabricator: Advised on the acquisition of multi-state fabrication business, including the placement of senior secured financing and subordinated financing.
• Seismic data company: Advised publicly held seismic data acquisition company on the acquisition of a seismic data processing and surveying business, including the placement of subordinated notes and warrants with institutional investors.
• Technology company: Structured the registered rescission offering of prior sales of securities in 44 states on behalf of Houston-based technology company, including all required federal and state securities filings and registrations.
• Manufacturing company: Handled the restructuring of a privately held manufacturing company to create a pass-through entity for federal income tax purposes.
• Seismic data processor: Advised on the debt and equity restructuring of a publicly traded seismic data acquisition and processing company, including obtaining SEC approval of proxy solicitation materials.
• Geothermal energy company: Advised on the debt and equity restructuring of a privately held geothermal energy company.
• Educational institutions: Arranged tax-exempt bond financings for the construction and financing of private school facilities.