Currently represents a Polish company and its affiliates, as U.S. legal counsel, in connection with its participation as subcontractor to a U.S. entity bidding on the development, design and manufacture of the U.S. Army’s next-generation stationary, ultra-light camouflage netting system. Our engagement has involved the drafting and negotiation of a teaming agreement with the U.S. entity and the preparation and negotiation of a Product License and Manufacturing Rights Agreement, allowing the prime contractor to utilize the world-leading camouflage technology developed by the Polish company and its affiliates.

Currently represents a Dallas, Texas-based company in its acquisition, refurbishment and sale of used commercial aircraft and engines, as well as general corporate matters. We have recently represented the company in the purchase and sale or lease of a number of CFM56 model engines and the purchase and sale of three Boeing 737 aircraft and the conversion of three of the airframes from passenger configuration to freighter configuration. We are currently representing the company in the negotiation of the sale of five Boeing 757-223 aircraft, each of which will be converted to freighter configuration and the purchase of an additional five Boeing 757-223 aircraft and six Boeing 737-700 aircraft.

Represents a newly-formed company that designs, develops, manufactures and distributes custom designed micro-processors for radio communication applications. This engagement involves establishing a U.S.-based holding company and addressing legal issues related to its capital structure with investors from the U.S., Netherlands and Taiwan. Initial operations will be through a wholly-owned Netherlands subsidiary, which is the primary location for customized micro-processor design, in cooperation with Dutch legal counsel.

Represents a Toronto-based software development company in the development of new form Master Software Development and Services Agreement. We have been asked to follow up this engagement with a review and revision of all company software service agreements.

Represented a Dallas, Texas-based provider of medical billing systems for pediatric clinics and hospitals. Our engagement involved the review and revision of a SaaS Master Services Agreement for a new billing system for its pediatric clinics between the company and a 32-hospital chain based in Florida.

Represents a New Zealand-based international aircraft maintenance and leasing company in establishing its initial U.S. base of operations. Activities have included all aspects of establishing operations from identifying appropriate domicile, preparation of legal documents, coordinating banking relationships and tax planning.

Represented North American Bancshares, Inc. in its merger with and into Durant Bancorp, Inc. Consideration for the transaction was a combination of cash and stock valued at $450 MM. Our engagement included the negotiation of all documents associated with the transaction, including the merger agreements, filings with both federal and state regulators, employee issues and revisions to the Durant Bancorp Shareholders Agreement.

Represented a private development group with respect to the development and financing of a 4-star luxury, boutique hotel to be located in Midland, Texas. Our engagement included the preparation of all legal documents with the City of Midland to acquire and develop the building site, as well as the preparation of all documentation related to the formation of the development entities and the placement of securities to fund the equity portion of the construction costs. We also prepared all placement documents related to the funding of the equity portion of the construction costs, including the partnership agreement, the private placement memorandum and subscription documents and a review of all related offering and marketing materials. Finally, we negotiated all financing documents related to loans to fund the balance of the construction costs, including an EB-5 facility for $30 MM.

Represented a master limited partnership in the sale of all of the assets of its sole operating company. The operating company was in the business of storing hazardous petro-chemical compounds and trans-loading such compounds for transportation by ship, rail and truck. The facility was located in Virginia.

Represented a Dallas, Texas-based energy company in the purchase of leasehold interests constituting approximately 9,000 net acres in East Texas and the subsequent sale of approximately 5,000 net acres of such position. The energy company retained overriding royalty interests in the sold acreage. Our engagement included the review and revision of all mineral leases, the preparation of the sales agreement and documents required to reserve the overriding royalty interests.

Represented a Dallas, Texas-based family office in the recapitalization of a limited partnership formed to acquire royalty and mineral interests. The engagement involved soliciting existing members for additional capital contributions and the repurchase of limited partnership interests from partners wishing to liquidate their investment, as well as the negotiation of a new $7 MM loan consisting of a $3 MM term loan and a $4 MM line of credit.

Represented a Dallas, Texas-based company in the acquisition in the purchase of assets associated with a shut-down water treatment facility located in Wyoming. This engagement involved the creation of the acquiring entity and the offer and sale of securities in a newly-created sister company to fund the asset acquisition.

Represented a Dallas, Texas-based family office in the sale of a medical software company specializing in billing systems for home care services. We handled all aspects of the sale, including the negotiation of the Membership Interest Purchase Agreement, Non-compete Agreements and Employment Agreements for executive employees transitioning to the acquiring company.

Represented a Dallas, Texas-based private investor in the formation and offering of securities in a $20 MM drilling fund formed to acquire and drill for oil in the Barnett Shale. The engagement involved the preparation of all company documents (both general partner and limited partnership), the private placement memorandum, subscription documents and the placement agent agreement with an independent investment bank based in New York. Additional documentation included all acquisition documents for the oil and gas leases.