Michael B. Overstreet

Clients trust me to listen, understand their business, and use my skills, empathy, and common sense to protect them and close deals. Growing up in a small business, I relate to owners and understand what matters most to them.

Michael Overstreet is a corporate and M&A lawyer with unique tax planning skills, helping clients navigate the business, tax and legal challenges of owning, operating, buying or selling a business. His clients include midsize companies, family-owned businesses, family offices, private equity firms and startups across numerous industries, including manufacturing, industrial, energy, construction, automotive, technology, real estate, healthcare and retail.

Michael collaborates with owners, executives and CPAs to design tailored solutions for corporate and tax issues. He has extensive legal experience forming, reorganizing, restructuring, buying and selling companies. Michael has assisted numerous clients with restructurings and tax-free reorganizations to facilitate sales, minimize taxes, protect assets and plan for succession. He also serves as outside general counsel for midsize companies, advising owners and executives on legal and business matters.

Representative Experience

Mergers and Acquisitions

  • Represented the seller of a 49% equity interest in a U.S.-based fuel supplier to domestic and international clients, including end users, resellers and retail distributors, to a strategic buyer based in Mexico.
  • Represented the seller, a privately owned concert and event staffing and staging company, in an asset sale to a private equity firm. 
  • Served as lead M&A counsel to the buyer in acquiring the assets of Houston-based premier metal recycling provider. This transaction won the Association for Corporate Growth (ACG) Houston 2022 Deal of the Year in the Industrial Services – Corporate Strategic Acquisition category.
  • Represented the seller, a privately-owned network of fuel and convenience stores, in its sale to Shell Retail & Convenience Operations, LLC, a wholly-owned subsidiary of Shell Oil Products US.
  • Represented the private equity buyer of a network of companies engaged in the towing, metal recycling and vehicle storage businesses.
  • Represented the franchisor in acquiring a large restaurant franchisee in an equity sale.
  • Represented the buyer of an electrical installation, inspection, testing, and estimating company.
  • Represented a civil engineering firm that designed platforms for offshore oil and gas production in its sale to a U.K.-based publicly traded company.

Reorganizations, Restructurings, and Management Incentive Structures 

  • Assisted numerous clients in restructurings and tax-free reorganizations of their entity structure, including (i) some of the largest architectural and engineering firms in the U.S., (ii) major independent restaurant and hospitality groups, (iii) oil and gas industrial equipment manufacturers and suppliers, (iv) healthcare providers, (v) owners and operators of vehicle dealerships and (vi) a major national retailer of wireless services, devices and equipment.
  • Represented physicians in restructurings to separate medical practice assets from significant technology and non-practice assets.
  • Represented a regional accounting firm in acquiring other accounting firms through acquisitive Type C reorganizations.
  • Assisted numerous clients with establishing and issuing incentive interests to key employees and executives, including profits interests, restricted stock, restricted stock units, phantom equity and stock options.

Outside General Counsel and General Corporate

  • Served as outside general counsel to Del-Air Heating and Air Conditioning, Florida's largest HVAC company.
  • Served as lead corporate counsel to a U.S.-based fuel supplier for domestic and international customers. 
  • Designed and developed shareholders' agreements and buy-sell agreements for major professional service providers with large numbers of owner-employees.
  • Served as corporate and tax counsel to wealthy individuals and families in structuring and implementing family limited partnerships and legacy plans for valuable family-owned properties and assets.
Thought Leadership / News
  • Selected by his peers for inclusion in Woodward/White, Inc.'s The Best Lawyers in America "Ones to Watch" in the field of Corporate Law and Tax Law (2022 - 2024)
  • Named a Rising Star by Texas Super Lawyers (a Thomson Reuters company) as published in Texas Monthly and Texas Super Lawyers magazines (2022)
  • Named a Houstonia Magazine Top Lawyer in Houston (2022)
  • Outstanding Committee Member of the Year, Houston CPA Society (2015 - 2016)
  • Presidential Scholarship Recipient, The University of Texas School of Law
Organizational Involvement
  • State Bar of Texas
    • Tax Section Leadership Academy (2016-2017)
  • Texas Bar Foundation, Fellow
  • Texas Society of CPAs
  • Houston CPA Society
  • Association for Corporate Growth
  • J.D., The University of Texas School of Law (2012)
  • M.S., cum laude, Accounting (emphasis in Taxation), Texas A&M University (2009)
  • B.B.A., cum laude, Accounting, Texas A&M University (2009)
Bar Admission
  • Texas
When I Feel Most At Home
  • Spending time outside with my kids in my hometown, Kountze, Texas
  • Running the trails along White Oak Bayou
  • Walking to restaurants in the Heights with my family