Mergers & Acquisitions

Gray Reed's mergers and acquisitions team is comprised of a deep, talented bench of attorneys who handle transactions of all sizes and across multiple industries, from angel rounds of convertible debt and equity investments to transactions involving up to $3.5 billion in assets or equity being bought or sold, and partnerships being formed between operating companies or management teams and one or a consortium of private equity funds.  We advise on the full spectrum of legal issues faced by public and private companies in domestic and cross-border M&A transactions as well as day-to-day operational matters as they grow and manage their businesses.  Our practice includes teams with particular expertise in transactional and operational matters for various industries, including healthcare, energy, construction and real estate. Across several industries, our practice includes:

  • Minority and majority equity investments
  • Bolt-on strategic acquisitions and dispositions of equity securities and assets
  • Complex partnership formation and finance among one or a consortium of private equity funds, on the one hand, and founders and/or management teams, on the other hand
  • Private placements of equity securities, including private placement memoranda and offering documents
  • Recapitalizations to infuse new capital
  • Mergers, asset acquisition and disposition, consolidations and roll-ups
  • Auctions to recapitalize or sell businesses
  • Partial and complete liquidity events, including founder and management equity rollovers, accomplished through private equity fund or strategic buyers,  IPOs, SPACs, redemptions or management-led buyouts
  • Leveraged and management-led buyouts
  • All types of capital markets transactions
  • Debt financings, including bridge financings, convertible debt and asset-backed senior, subordinated and mezzanine debt facilities
  • Board of directors and special committees representation
  • Entity formation and seed financings
  • Day-to-day operational matters

Our practice includes implementing legal due diligence reviews, advising on transaction structure and negotiating and drafting letters of intent, term sheets, purchase and sale agreements, contribution agreements, partnership and limited liability company agreements, working capital and indemnity escrow agreements, earn-out agreements, management and administrative services agreements, transition services agreements, restrictive covenants agreements, employment agreements, profits interest grant agreements, option agreements and other transaction agreements.

Our industry specialists also assist with related regulatory matters in connection with various transactions within those industries. Learn more about our industry groups under “Related Industries” below.

We think outside the box and have the experience to help clients successfully navigate high stakes transactions.  We pride ourselves on understanding of each party’s perspective developed through many years representing private equity fund investors, portfolio companies, founders, management teams, and various other individuals and businesses.

Access to Resources and General Counsel Capabilities

We staff our deal teams leanly with experienced attorneys who work closely with clients and their professional advisers in a manner intended to be practical and cost-efficient.  We are able to complement our deal team by making available a broad array of services from our experienced teams of tax, capital markets, private equity, oil & gas, antitrust, real estate, labor & employment, environmental, banking & finance, employee benefits & executive compensation, intellectual property and litigation attorneys.

In addition to the wealth of knowledge within our firm, we have a worldwide network of lawyers for international and cross-border issues when a client transacts business or acquires or disposes of assets in foreign countries. These resources allow us to serve as outside general counsel for our clients and help solve nearly any issue they may face in the life cycle of their business.

Our Clients

We counsel privately held companies, public companies, management teams, private equity funds and the portfolio companies in which they invest, venture capital funds, founders, investors, management teams, boards of directors, special committees and financial advisors in a broad range of industries in complex mergers and acquisitions, private equity and capital markets transactions spanning each phase of the company growth cycle.  We have experience representing clients in their capacity as buyers, sellers, bidders, target companies, issuers, equity investors, lenders, operators, fiduciaries, executive officers and board and committee members. This diversity in experience enables us to understand each side’s perspective and creatively problem solve to help navigate transactions to a successful close.  

Our clients operate in a wide array of sectors, including upstream, midstream and downstream oil and gas, oilfield services, mineral interest and royalty aggregation, saltwater disposal, industrial cleaning services, hazardous and non-hazardous waste transportation, storage and disposal services, environmental remediation services, chemical and product manufacturing, technology, health care, manufacturing, distribution and logistics, retail, hospitality and restaurants. 

Recognition

Our M&A partners, as well as our M&A deals, are routinely recognized by regional and national ranking and award programs. Below are some highlights that we are proud to share.

  • Gray Reed's M&A and healthcare practices, and 2 healthcare-focused M&A/private equity partners are recognized in the Chambers USA 2021 legal directory. 
  • Five M&A/private equity partners are recognized by Best Lawyers in America in 2021.
  • Five Gray Reed M&A/private equity partners are named 2020 Top Lawyers by Houstonia Magazine.
  • Eight Gray Reed M&A/private equity partners are selected as 2020 Rising Stars or 2020 Super Lawyers by Texas Super Lawyers (a Thomson Reuters publication).
  • Five of our M&A/private equity partners are selected as a 2021 Best Lawyer in Dallas by D Magazine.
  • One of our M&A/private equity partners was selected as “Who’s Who in Energy” by the Dallas Business Journal in 2015. 
  • Two Gray Reed deals were chosen as finalists for The Association for Corporate Growth Houston’s 2020 M&A Deal of the Year Awards - Oil & Gas Deal of the Year (less than $500MM) and Technology & Business Deal of the Year. 
  • The M&A Advisor recognized Gray Reed at its 11th Annual International M&A Awards for our work representing RadiaDyne in its acquisition into AngioDynamics by awarding the transaction "Healthcare/Life Sciences Deal of the Year (Under $100MM)". 
  • The M&A Advisor recognized our work representing Patriot Erectors in its majority capitalization by Hillstar Capital and Ranch Creek Partners by naming the transaction the “M&A Deal of the Year ($25MM - $50MM)”. 
  • Four Gray Reed M&A/private equity partners are Board Certified in Oil, Gas and Mineral Law, four are Board Certified in Health Law and three are Board Certified in Commercial Real Estate Law by the Texas Board of Legal Specialization.

Why Clients Feel at Home at Gray Reed

Your experience with our transactional attorneys will be fully aligned with your goals and objectives and tailored specifically to how you want to do business with us. Our lawyers are adaptable and nimble – you will never be forced into a box that doesn’t fit your opportunity or problem, or your needs and desires. Helping you through every stage of your business, from formation through restructuring, you’ll be comfortable with our skill and practical approach. We know exactly when to turn up the heat and when collaboration is the smartest way for you to achieve your goals.

Thought Leadership / News
March 30, 2021 
 Speeches and Presentations
The Rise of the SPAC: Discussion with Paul Hobby on What’s Behind the Boom and What Private Equity Needs to Know

Association for Corporate Growth - Houston

March 25, 2021 
 Speeches and Presentations
Recent Developments in Delaware M&A Case Law and NASDAQ Proposed Developments

Continuing Legal Education

Related People
Armer, Darrell Thumbnail
Dallas Managing Partner / Dallas
Bakht, John Thumbnail
Partner / Houston
Diamond, George L.  Thumbnail
Senior Counsel / Dallas
Hyde, Lynsey J. Thumbnail
Associate / Houston
713.986.7131
Kell, Chad M. Thumbnail
Associate / Houston
713.986.7132
Kroll, Dan Thumbnail
Partner / Houston
Lott, Amy E. Thumbnail
Partner / Dallas
469.320.6222
Sears, Ryan Thumbnail
Partner / Dallas
Souter, Patrick D. Thumbnail
Of Counsel / Dallas / Waco
Wood, Ethan M.  Thumbnail
Associate / Dallas
469.320.6027
Yale, Paul Thumbnail
Partner / Houston
713.986.7189