Representative Matters

Merger, Acquisition and Divestiture Transactions
Represented GTE Corporation (now known as Verizon Telecommunications, Inc.) in connection with the sale of 500,000 telecommunications access lines located in nine states to Citizens Utilities Company for $1.1 billion

Represented Poco Graphite Holdings, LLC, a Texas based graphite and silicon carbide materials company, in connection with its merger with a subsidiary of Entegris, Inc., a publicly traded materials management company, for $158 million

Represented Fidelity National Information Services, Inc., an NYSE company, in connection with the purchase of a privately held company in the mortgage ancillary services business for $100 million

Represented Fidelity National Information Services, Inc., an NYSE company, in connection with the purchase of a privately held company in the business of providing mortgage lien release solutions, assignment services and related mortgage banking industry services for $40 million

Represented Fidelity National Information Services, Inc., an NYSE company, in connection with the purchase of a privately held company in the flood certification business for $40 million

Represented Domino Printing Sciences plc, a world-leader in ink jet and laser technologies offering total coding and printing solutions, in connection with the acquisition of a privately-held company owning a system that applies identifying UPC codes to end products

Represented Lingualcare, Inc., a Dallas-based orthodontic technology and services company offering the iBraces systems, in connection with its merger with a subsidiary of 3M Company

Represented Virbac Corporation, the U.S. subsidiary of a French veterinary pharmaceutical company, in the sale of consumer products division to Sergeant's Pet Care Products, Inc. and the acquisition of assets of a privately-held company owning water chemical testing technology and a separate privately-held company owning oral liquid electrolyte products

Represented HNG Liberty Gas Storage, LP in connection with the sale of an LNG salt cavern and related assets to Sempra

Represented MatlinPatterson Global Opportunities Partners, L.P., a private investment fund, in connection with its purchase of a controlling stake in a major Brazilian airlines company

Representative Joint Venture Arrangements
Joint venture arrangement between Equilon Enterprises LLC (an affiliate of Shell Corporation) and Globeground North America LLC with respect to airport services

Joint venture agreements between various clients and third parties located in India with respect to outsourcing arrangements

Joint venture agreement between two Australian companies in connection with check processing system deployed in the United States

Private Equity Transactions
Represented a DE Shaw affiliate in connection with proposed investment in home equity mortgage business structured as a preferred trust transaction

Represented Xpressdocs Partners, Ltd., an on-demand, print-based marketing company, in recapitalization by private equity firms led by Polaris Venture Partners, a Massachusetts-based venture capital fund

Represented private equity real estate fund formed to develop world-class resort and golf course in connection with formation, capital raising efforts and securities offering

Represented Exeter Finance Corp., an automobile lending company, in up to $60 million investment by private equity firms led by Navigation Capital Partners, an Atlanta-based venture fund, and separately in high-yield debt offering to private investors

Represented Tech Pharmacy Services, Inc., an automated remote pharmacy company, in a recapitalization by private equity firms led by DFW Capital Partners, a New Jersey-based venture capital fund, and in prior private equity investment by NeighborCare, Inc. (now known as Omnicare, Inc.)

Represented Resercom, LP, a web-based restaurant services company, in corporate organization and $1 million start-up equity financing from angel investors

Represented privately held company in the internet telephony business in connection with formation and investment by Hunt Capital Partners

Representative Restructure Transactions
Represented creditors in connection with restructuring transactions involving the Chapter 11 proceedings of Oneida

Represented telecommunications provider in connection with restructuring transaction to avoid bankruptcy proceedings

Representative Healthcare Transactions
Roll-up of multiple physicians practice groups into a single practice group

Represented entity in connection with capital raising efforts for physicians practice group in connection with ambulatory surgery centers

Formation and counseling of various practice groups (orthopedic practice group, ob-gyn practice groups, anesthesia practice groups and CRNAs) with respect to formation and related issues

Represented major hospital in connection with policies manual and joint operating agreement

Outside General Counsel Roles
Served as outside general counsel for roofing supply and services business

Served as outside general counsel to national accounting firm on contractual issues for its consulting practice