Firm Report December 2007 n Winstead PC
Dear Clients and Friends of the Firm:
Table of Contents On behalf of our attorneys and staff, I am pleased to present Winstead’s 2007 Firm Winstead Practice and Industry Groups...... 2 Report. The report highlights some of our recent legal work and practice group Winning For Our Clients...... 3-19 success stories, as well as individual Business & Transactions achievements. •Business Restructuring/Bankruptcy...... 3 During the past year, our attorneys and staff continued to focus on adding •Corporate & Securities...... 4 value to our clients’ businesses and individual matters. We sharpened •Finance & Banking...... 5 our approach to success by working hard to serve as an extension of your •Government Relations...... 6 business team and delivering results on your terms. Our business strategy is to do this without fanfare or glitz. This strategy, combined with our legal •Public Finance...... 7 expertise, simply means that we are “roll-up-our-sleeves” lawyers committed •Real Estate Banking, Insurance Companies to using our broad legal experience to relentlessly pursue innovative solutions & Fund Advisors...... 7 for you. •Real Estate Development & Investments...... 8 In addition to pursuing exceptional service to our clients, we also completed •Real Estate Structured Finance...... 11 a firm makeover, which brands Winstead as a trusted advisor. As part of this •Taxation, Employee Benefits & Private Business...... 11 makeover, we implemented a new practice group structure, launched a new corporate brand, redesigned our Web site, enhanced our practice groups with •Wealth Preservation...... 13 highly skilled attorney new hires and found important ways to improve our Litigation & Dispute Resolution business processes for your benefit. •Appellate...... 13 Strategically, Winstead is focused on representing major companies regionally •Commercial Litigation...... 14 and nationally in the financial services, real estate and technology industries. •Construction...... 15 We advise mid-market and large businesses, providing a core range of legal services that are critical to their operation and success. From our broad •Energy & Environmental Law...... 15 corporate practice to high-stakes litigation and appellate matters, we are •Government Enforcement & Regulated committed to helping our clients meet their business objectives. Industries Litigation...... 16 •Intellectual Property...... 17 Our commitment to clients requires us to take a streamlined and more focused approach to our goals. These goals include building on Winstead’s •Labor, Employment & Immigration...... 17 already strong foundation, advancing our client service, enhancing our •Securities Litigation & Enforcement...... 18 diversity initiatives, recruiting the best and brightest attorneys, and making •Tort & Insurance Litigation...... 18 sure that Winstead is completely focused on adding value to your business.
Professional Excellence...... 19 The accomplishments highlighted in this year’s Firm Report illustrate Diversity Committee Report...... 21 our commitment to your success and the depth of Winstead’s practice. Representing you is a privilege that we must continue to earn each day. Community Relations Report...... 22 Thank you for entrusting us to work for you. We wish you continued success. Pro Bono Report...... 23 Leadership Winstead...... 24 If we can be of assistance to you in any way, please contact me at [email protected]. New Attorneys and Shareholders...... 25 Commitment to Clients & Core Values...... 27 Best Wishes, - Denis Clive Braham, Chairman & CEO
Austin | Dallas | Fort Worth | Houston | San Antonio | The Woodlands | Washington, D.C. | WINSTEAD.COM Winstead Practice and Industry Groups
At Winstead, we help our clients solve their toughest business challenges. Construction And that means focusing on a multitude of practice areas from business Practice Group Leader – Dale E. Butler and transactions to litigation and dispute resolution. Led by a qualified team of attorneys and experienced professionals, each practice area Energy & Environmental Law delivers the perfect combination of practical knowledge and responsive Practice Group Leader – Thomas T. Hutcheson service. And it’s all backed by a get-it-done attitude. Government Enforcement & Regulated Industries Litigation Business & Transactions Practice Group Leader – Linda J. Burgess
Business Restructuring/Bankruptcy Intellectual Property Practice Group Leader – Philip L. Lamberson Practice Group Leader – Robert C. Shaddox
Corporate & Securities Labor, Employment & Immigration Practice Group Leader – Mark G. Johnson Practice Group Leader – Dan Dargene
Finance & Banking Securities Litigation & Enforcement Practice Group Leader – Michael W. Hilliard Practice Group Leader – Thomas L. Taylor, III
Government Relations Tort & Insurance Litigation Practice Group Leader – William LaForge Practice Group Leader – Michael C. Wright
Public Finance Practice Group Leader – M. Paul Martin Winstead serves a vast range of industries. The list below represents just a few of our key industry groups. Public & Regulatory Law Practice Group Leader – Forrest C. Roan • Aviation • Biotechnology Real Estate Banking, Insurance Companies & Fund Advisors Practice Group Leader – Keith H. Mullen • Construction • Energy & Natural Resources Real Estate Development & Investments • Financial Services Practice Group Leader – Mike C. McWilliams • Government • Insurance Real Estate Structured Finance Practice Group Leader – Kevin A. Sullivan • Nanotechnology • Real Estate Taxation, Employee Benefits & Private Business • Sports Business & Public Venues Practice Group Leader – Thomas R. Helfand • Technology Wealth Preservation • Telecommunications Practice Group Leader – John F. Bergner • Transportation
Litigation & Dispute Resolution To learn more about Winstead’s practice and industry groups, Appellate please visit winstead.com Practice Group Leader – Craig T. Enoch
Commercial Litigation Practice Group Leader – Jeffrey L. Joyce
2 Winning for our clients
The following examples of client work, while not a comprehensive list • Obtained a highly significant judgment—which equitably subordinated of all our recent work, demonstrate the breadth of Winstead’s talent and the secured claims of two insiders—for a national restaurant franchise experience. in a Chapter 11 case. The judgment resulted in the recovery of nearly $3 million for unsecured creditors; and it is the only case, of which we Business & Transactions Department are aware, that involves the subordination of claims resulting from a disclosed insider loan to a publicly traded company. The judgment was recently affirmed by the district court and is pending appeal before the Business Restructuring/ U. S. Court of Appeals for the 5th Circuit. Bankruptcy Whether by tough negotiation or litigation, placing our clients in the • Represented a joint-venture party in bankruptcy-related litigation and in the restructure of respective rights and obligations under significant optimal position for out-of-court workouts and bankruptcies is the concession agreements for the development of oil and gas properties focus of Winstead’s Business Restructuring/Bankruptcy Practice in the Republic of Columbia. Group. • On behalf of our client, strategic buyers of assets and businesses, we • Served as administrative agent for a syndicate of lenders, owed assisted in transactions under Section 363 of the Bankruptcy Code approximately $100 million, in a Chapter 11 case involving one of the involving businesses in the printing and reprographics and garage-door largest orthodontic physician practice management groups (PPMs) in manufacturing industries. the United States. In addition to confirming the reorganization plan, we also obtained the dismissal of our client bank from a lender-liability • Offered counsel to a private equity investor group providing debtor- lawsuit. in-possession and exit financing in the restructure of a technology company. This manufacturer of engineered products has proprietary • Acted as administrative agent for a syndicate of lenders, owed thermal, arc and fire resistant qualities for garments worn in industrial, approximately $75 million, to a Kentucky coal mining operation. fire services and military operations. Negotiations and collateral shore-up in this case are ongoing, with the able assistance of our coal mining and environmental expert, Stan • Represented one of the nation’s largest providers of financial Harvey. services in the successful restructure of a $25 million loan to a telecommunications equipment services company. • Represented a large publicly traded bank, which is a secured lender, in a Chapter 11 reorganization for one of the largest candle designers and • On an ongoing basis, our attorneys represent one of the nation’s largest manufacturers in the southwest. financial companies in the enforcement of our client’s rights as a lender on multifamily financing products. Our representation includes • During 2007, our attorneys managed 15 matters from the special enforcement of loan obligations; counseling asset managers in loan assets division for one of our largest banking clients, which is workouts and restructures; and advice in connection with Chapter 11 responsible for all corporate and commercial loans west of the reorganizations filed by single-asset real estate borrowers. Mississippi. The offices we represented included Dallas, Phoenix, San Diego, Los Angeles and San Jose. • Represented the Official Committee of Unsecured Creditors in the Chapter 11 case of a design, marble and granite company and secured • Represented a leading investment firm and a large international the successful confirmation of a workout plan. financial services company as the majority bondholders of one of the largest copper miners and refiners in the U.S. in connection with the • Defended our client, the principals of an acquisition company, against company’s Chapter 11 reorganization in Corpus Christi. claims brought by the trustee and third-party creditors alleging alter-ego liability, fraudulent transfers, equitable subordination, • Acted on behalf of our client, the Official Committee of Unsecured recharacterization of debt, and claim disallowance. Creditors, in the Chapter 11 reorganization for a defense contractor. We negotiated a settlement with the debtor’s secured creditor, equity holder and major creditors, which allowed confirmation of a workout plan. We are currently representing the post-confirmation trustee.
3 Winning for our clients
• Assisted a privately held hospital equipment company in a $10 million Corporate & Securities syndicated private placement. Big deals. Major experience. Senior lawyers’ hands-on case management. Efficiently staffed matters. In our representation of • Engaged by a private investor to assist in the placement of a private public and private companies, Winstead’s Corporate & Securities biotech company. Practice Group attorneys are known for closing deals that count without over-lawyering the process. • Represented a NYSE-listed pipeline company in connection with a $70 million asset acquisition and a $200 million asset exchange, as part of a $1 billion pipeline build-out. • Represented a NASDAQ-listed company in connection with its $10 million acquisition of a privately held software company. • Served as legal counsel to a private company in connection with raising $6 million for a new business venture. • Assisted a business owner in a $65 million sale of a wholesale food distributor. • Assisted a private company in connection with a $12 million redemption of multiple principal shareholders and the negotiation of a • Represented a purchaser of a travel agency in a $14 million acquisition. related credit facility.
• Represented a seller of a $40 million wholesale food distributor. • Represented a business owner in an $11 million sale of a privately held company. • Served as legal counsel to a board of directors of a NASDAQ-listed company in relation to a $1 billion unsolicited offer to acquire the • Engaged by a public telecommunication company in connection with company. its negotiation of a wireless broadband network license agreement with the City of Houston. • Assisted a privately held service company in an $80 million sale transaction related to the publicly held acquirer going private in a • Represented a purchaser in a $35 million acquisition of multiple private-equity transaction. affiliated medical practices and the negotiation of a related $100 million credit facility. • Engaged by an investor group to assist in the formation and $6 million capitalization of a general acute-care hospital. • Served as legal counsel to a private equity firm in connection with $56 million in aggregate investments in three separate companies. • Represented a NASDAQ-listed company in connection with a proposed $1 billion merger with another NASDAQ-listed company. • Represented a public company, as licensee, in a $25 million acquisition of worldwide license rights. • Represented a NASDAQ-listed biotech manufacturing company regarding a $250 million international joint venture. • Assisted a public company in connection with a $30 million disposition of two foreign manufacturing facilities. • Assisted a privately held chemical distribution company in a $40 million joint venture with a major NYSE-listed oil company. • Engaged by a private purchaser to assist in a $35 million acquisition of 28 franchised restaurants. • Served as legal counsel to a privately held technology company regarding a proposed $100 million initial public offering. • Provided legal counsel to an over-the-counter (OTC) bulletin board company in a $60 million sale of a stockholder offering pursuant to a • Provided legal counsel to an investor group in the organization and registration rights agreement. the capitalization of a privately held Houston-based consolidator in the steel fabrication business. • Assisted a marketing company in an $18.8 million sale of substantially all of its assets. • Represented a privately held worldwide engineering and consulting firm in a $60 million sale to private-equity investors in a leveraged sale/recapitalization transaction.
4 Winning for our clients
• Represented a private investor in a $42 million private placement of Our bank regulatory and corporate activities practice continues to grow Series C Convertible Preferred Stock with a private biotech company. and prosper. In 2007, we were instrumental in developing the preferred entry strategy for a major financial institution relocating its home office • Served as legal counsel to a Housing Authority in a tax credit to Dallas from out-of-state and introducing it to the relevant regulatory partnership to develop, construct and operate a 160-unit project of authorities, as well as providing additional support through our Real affordable housing for seniors. Estate Development & Investments; Litigation; Government Relations; Labor, Employment & Immigration; Corporate & Securities; and • Assisted a general partner and co-developer in a tax credit partnership Intellectual Property groups. The Finance & Banking team represented to develop, construct and operate a 108-unit affordable housing a constitutional challenge to regulatory interpretations in the home project for seniors. equity lending arena; assisted in the sale of a national bank and in the establishment by a federal savings bank of its home equity lending • Represented a private company in a $23 million asset sale to the U.S. program; obtained an interpretive letter from the Office of the Comptroller subsidiary of a French public company. of the Currency regarding investment and lending authority of a national bank; and obtained regulatory approval for, and organized, a bank holding • Engaged by a public company to assist with a $59 million acquisition company that issued trust preferred securities. of a minority interest in a subsidiary. Supporting our Real Estate Structured Finance Practice Group, we • Assisted a public company with a $124 million sale of a wholly owned handled the acquisition and disposition of more than $500 million of loans subsidiary. and participating interests in loan portfolios and, in coordination with our colleagues in Business Restructuring/Bankruptcy, have begun to handle • Represented a privately held ownership group in a stock sale whole-loan acquisitions for a major Dallas-based hedge fund. A further transaction, with related FCC approval, in selling a Houston-based, expansion of fund activities included representing a hedge fund in its $60 over-the-air television broadcast station for $30 million. million of syndicated credit secured by the hedge fund’s management fees and those of various affiliates.
Working with our colleagues in the Real Estate Banking, Insurance Finance & Banking Companies & Fund Advisors group, we developed a revolving credit Winstead has one of the largest and most experienced finance and product that proved to be of interest to one of our insurance clients and banking practices in the southwest, serving financial institutions, we handled its first foray into the area — a $350 million syndicated credit financial services companies and other lending organizations. Our facility, with secured and unsecured tranches, the proceeds of which were representation spans virtually all aspects of the banking and financial used to acquire and remodel multi- and single-tenant offices, industrial services industry’s business activities. facilities and research and development properties.
We have strengthened our working relationship with the Public Finance Practice Group and actively participate with them in matters Expanding Foci involving letters of credit, other forms of credit enhancement, collateral Winstead’s Finance & Banking practice is broadening and expanding arrangements, and ISDA swap and hedge products, thus helping to beyond its traditional foci, and we have had some exciting new ensure that Winstead clients have the best representation and experience developments and opportunities in 2007. Winstead has become the go-to we collectively have to offer. The Export-Import Bank of the United firm in Texas for a major ATM network and has even seconded a lawyer States provides U.S. government guarantees to support foreign sales by to support the client’s sole in-house Texas counsel, a Winstead alumnus. American companies that use U.S. products and to create and maintain Our representation of this client will allow us to expand and deepen our American jobs. This is a specialized area of financing, but Winstead had electronics funds transfer expertise. In fact, we were able to assist another the experience and expertise to handle a number of major transactions in client in an ACH dispute that was promptly and efficiently resolved as a 2007, including the only Ex-Im Bank guaranteed credit facility to a public result of our experience in working with our client who is one of the leading company. electronic funds service providers. Ever wonder where the cash you get out of an ATM comes from or who owns it? We know. One of our clients is a leader in this field, and we
5 Winning for our clients
structured, helped implement and documented a $450 million contract cash solutions transaction in which our client provided the cash used in 6,500 Government Relations ATMs throughout the country. Winstead’s Government Relations Practice Group represents clients before federal, state and local governments, positioning our clients’ Finally, we became one of only two Texas-based firms designated on a concerns at the forefront of the agendas of legislative and regulatory top-tier bank holding company’s select list of key approved counsel. decision makers.
More Traditional Work In 2007, we handled billions of dollars of syndicated credit facilities • Represented a worldwide operator of hotels and lodging facilities secured by producing oil and gas properties in Texas, Oklahoma, Kentucky, during the final days of the 80th Texas Legislature to secure approval Tennessee, Arkansas, Louisiana, Mississippi and several other western of an amendment that was crucial to preserving the company’s $350 states with support from our Energy & Environmental lawyers. Winstead’s million PGA Tour resort development project in San Antonio. Finance & Banking Practice Group continues to be active in the project financing of biofuels and other renewables in Texas, Illinois, Missouri • Assisted a publicly traded international biotechnology company in and other Midwestern states with substantial input and support from our opposing a competitor’s effort in the U.S. Congress to undermine U.S. Energy & Environmental Law; Real Estate Development & Investments; patent law and protection for domestically produced biotechnology Real Estate Banking; Insurance Companies & Fund Advisors; and products. Construction practice groups. • Assisted a professional sports franchise in securing statutory authority We also handled a multitude of lending transactions, both originations and and federal funding for an Army Corps of Engineers project on Johnson workouts/restructures, of all types and sizes. In the $250 million to more Creek in Arlington, Texas. Obtaining this authority was critical to the than $1 billion category, we handled multi-currency credit facilities for a development of the client’s new stadium. reinsurance holding company (with standby letter of credit and swingline facilities and an accordion feature) and secured credit facilities for, among • Shareholder Paul N. Wageman, in his role as chairman of the board of others, financial services, healthcare, investment, energy, media and directors for the North Texas Tollway Authority (NTTA), led the NTTA’s telecommunications companies. successful legislative efforts that resulted in the passage of SB 792 and its winning $3.3 billion bid to finance, design, construct and $25 million and greater transactions included secured credit facilities for maintain SH 121. a large C-store (gasoline sales/food) chain and for communications, coal mining, and oil and gas companies; fitness equipment manufacturers; • Founded and currently representing a joint venture in pursuit of a $420 facility expansions; marine and oil field services companies; dairy products million groundwater project in Central Texas. The proposed project will manufacturers; automobile dealerships; and regional heavy equipment serve a 10-county area and includes acquisition of water rights in Lee dealers, to name but a few industries. We also handled many hundreds and Milam counties, well-field and gathering systems, and a 71-mile of loans and equipment leases involving single lenders or small clubs of pipeline for transmission to the Guadalupe Blanco River Authority. lenders across a wide spectrum of industries and transaction types. • Represented a private commercial real estate development and For Winstead’s Corporate & Securities and Real Estate Development investment company in securing a 404 permit for a major retail & Investments clients, as well as those who sought our services development in San Marcos, Texas, and assisted in the purchase of the independently because of our market knowledge and breath of experience, property from the Texas General Land Office. we also successfully handled many borrower-side assignments, including several in the $250 to $450 million range. • Represented a Class I horse track in amending state law to provide access to local tax money to be utilized in attracting the Breeders’ Given the current turmoil in the debt and equity markets and tightening Cup. credit standards, we anticipate significant interaction with ourLitigation and Business Restructuring/Bankruptcy colleagues in 2008.
6 Winning for our clients
Public Finance Real Estate Banking, Solidly founded on traditional public finance techniques, Winstead’s Insurance Companies Public Finance Group attorneys are respected for their participation in groundbreaking financings across the nation. & Fund Advisors Acting as a strategic real estate finance resource for banks, insurance companies and investment advisors, Winstead’s location in Texas is the right time zone for clients wherever located – allowing Winstead to • Assisted four counties along the Mexican border, and we are currently execute our clients’ objectives – both in Texas and across the nation. involved in six new international bridge financings.
• Handled several city financings as bond counsel and underwriters’ counsel, as well as financings of large and small cities, including • Engaged by a life insurance company as its sole outside counsel for the numerous bond elections on May 12, 2007. company’s new capital markets group. Initial deals include mortgage note purchase, participation in a $350 million loan to a real estate • Instrumental in several changes in law by the 80th Legislature, fund; and A/B/C loan structure secured by 26 senior living facilities in which adjourned on May 28, 2007. These changes add new tools for multiple states. financings by Texas entities. • Represented a life insurance company in the design and • Handled the $260 million refinancing of a publicly owned hotel. implementation of its new “construction to perm” loan program. Initial deals include a $15 million loan to build an apartment project in • Continued involvement in military housing financings, including a $355 Oregon; and an $84 million loan to build a high-rise apartment project million refinancing for Navy installations in the northeast area of the in Jersey City, New Jersey. United States. • Served a government-sponsored agency as its sole outside general • Currently serving as bond counsel to several special districts and counsel, nationwide, for all of its apartment workouts and foreclosures. water districts and recently served as bond counsel for a major The engagement included creating a technology solution focused on metropolitan water district refunding. better risk-management of local counsel.
• Represented a state agency client as bond counsel with two series • Assisted a life insurance company with the largest mortgage loan ever totaling nearly $54 million. On behalf of our client, we also handled a funded by the client. declaratory judgment against the Attorney General’s office. • Engaged by an insurance company and pension fund advisor to • Served as bond counsel for a Texas college district, while handling restructure its CMBS loan origination program. issues totaling more than $36 million and using all of the resources of the college, such as debt taxes, maintenance taxes and various • Represented a national bank in the creation of its single-family, builder- revenue sources. We also represented several independent school finance loan program and to act as regional counsel. Also expanded districts. an engagement by another savings institution to handle, nationally, its single-family, builder-finance loan program. • Served as counsel for the $150 million issues for a performing arts project; and served as the trustee’s counsel for bank redevelopment • Created a new lending niche with a $50 million revolving line of credit bonds and as underwriter’s counsel for a school district and three facility for a newly created financing company. The credit facility is large city transactions. guaranteed by the parent real estate operating company, “net” of mezzanine debt and secured by pledges of ownership interests in • Worked with members of the Government Relations and Sports certain affiliate entities. Business & Public Venues Practice Groups in representing the financial guarantors in the financing of a new NFL stadium in New • Represented the agent bank in a nearly $98 million syndicated real Jersey. estate construction loan, which involved the construction of five buildings containing approximately 329,322 net rentable square feet
7 Winning for our clients
of residential space, approximately 47,809 net rentable space of retail • Assisted a real estate client in connection with the lease of and commercial space, and a parking garage with approximately approximately 10 acres of land for development by the lessee of a 1,273 stalls. multi-use retail, residential, office and hotel development.
• Represented the agent bank in an $87 million syndicated real estate • Represented a large publicly traded bank in negotiating a lease for construction loan for the construction of a retail shopping center 400,000 square feet of data processing space in the InfoMart and involving demolition of existing improvements, construction of multiple 235,000 square feet of expansion, renewal and amendment for back buildings for the new shopping center, and construction of tenant office operations in One Main Place, Dallas, Texas. improvements to the newly constructed buildings. • Provided counsel for a leading retail property owner in connection with • Acted on behalf of a national bank to provide $100 million for an the acquisition of 160 acres of land in Houston, Texas. The property unsecured revolving credit facility for acquisition of qualifying will be used for the development of a premium outlet mall and power industrial properties. center.
• Represented a national bank to provide $70 million for a construction • Currently representing one of the largest multifamily real estate facility on a design-build project, which is slated to be the first silver investment trusts (REITS) in the nation, in a variety of large certified LEED office building in Houston, Texas. transactions – typically $35 million to $50 million for a single apartment complex. The following are a few examples of successful transactions:
Reverse 1031 Exchanges Real Estate Development & Our client made the decision last year to sell a number of its Investments older properties, but would only sell properties after acquiring Winstead attorneys guide clients in prominent real estate projects replacement property. The strategy was to avoid interrupting across the nation. Representing regional and national real estate the stream of “funds from operations,” the measuring stick for developers and investors, Winstead attorneys advise and guide REITS. As a result, Winstead became very active in purchasing clients’ sales, purchases, equity investments and funding. replacement properties in advance of selling properties and utilizing the “reverse 1031” vehicle to avoid tax gains on the eventual sales. Those who have been involved with “reverse 1031s” know that it is a significantly different process than a standard forward 1031 and • Represented a leading development company in acquiring a 38-acre involves considerably more legal work. island along the south side of Clear Lake in League City, Texas. There will be two high-rise condominium tower sites, 12 “estate” single- Redevelopment Area in Washington, D.C. family lots, several townhouse sites and two mid-rise condominium We assisted our client in acquiring half a city block on North sites. The project is very high-end. Access to the island will be over a Massachusetts Avenue in Washington, D.C. for a mid-rise 4-lane bridge with brick pavers on all the drive areas. apartment project.
• Provided counsel to one of the largest real estate investment trust Florida Development Projects companies listed on the New York Stock Exchange in a seven-center, Assisted our client with two development projects in Florida. Both two-state $375 million portfolio acquisition in Washington and involved transactions in which our client acquired property from California; a five-center $265 million portfolio in Florida; and a five- a retail developer, with both parties entering into a variety of co- center, three-state $275 million portfolio. development and cost-sharing agreements.
• Represented a regional real estate operating company and its affiliates • Represented one of the largest real estate investment trust companies in connection with the sale of five golf courses, three clubhouses and listed on the New York Stock Exchange. The transactions involved related facilities for $30 million, including creation of a condominium acquiring existing shopping centers and industrial properties, such as unit and a pro shop, restaurant and locker room. warehouses, that have been developed and owned by third parties. Winstead’s work consisted of negotiation and documentation of
8 Winning for our clients
purchase and sale agreements; review of title and survey; negotiations • Provided assistance on a $180 million redevelopment of a large and documentation for assumption of existing mortgage loans on the shopping center in Houston. The development will be a mixed-use acquired properties; participation and drafting of closing documents; project. and generally supervising closing procedures. Year-to-date through July 25, 2007, this client has acquired properties with a purchase price • Represented an $85 million multifamily acquisition in downtown Los exceeding $700 million. Angeles.
• Represented one of the largest real estate investment trust companies • Assisted with a $65 million multifamily development in downtown in negotiating and drafting documents for the acquisition of land Dallas. that will be the site for new development – either by fee acquisition or by ground lease. On behalf of our client, we also negotiated and • Represented a large real estate development company in relation to a documented construction contracts with contractors, and engineers 30-story residential condominium in the Dallas Arts District. The work and architects; as well as handling zoning matters. At the end of included an Interstate Land Sales filing and complete representation in second quarter 2007, our client had 37 projects in various stages of relation to the development. development with a projected final cost of approximately $830 million. • Represented a real estate developer in relation to a high-rise • Represented one of the largest real estate investment trust companies residential condominium in San Antonio, including an Interstate Land in shopping center sales that do not fit the company’s current strategy Sales filing. for one of several reasons, such as geographical location or having fulfilled their potential growth. On behalf of our client, we negotiated • Represented a real estate developer in relation to a mixed- and documented a purchase and sale agreement and closing use development on Mustang Island, New Corpus Christi. The documents and supervised the administration of the closing procedure. development includes a residential element, a marina and hotel components. • Worked on joint ventures with several institutional investors acting for a major corporate pension fund; and a Building Investment Trust, • Represented a real estate development group in relation to a mixed- as trustee for approximately 138 union pension funds. The joint use development in Fairview, Texas, including retail, office, residential ventures have acquired large portfolios of both industrial properties and national anchor tenants. and shopping centers. The documentation is relatively sophisticated, with our client receiving disproportionate distributions of operating • Provided counsel for a university as ground lessor of property in cash flow, if the projects meet certain cash-on-cash hurdles and connection with the development of a Presidential Library. disproportionate distributions of capital proceeds (from sale of projects), and if the projects meet certain hurdles based on internal • Continuing representation of a real estate development corporation in rates of return. the development of mixed-use projects in downtown Dallas, including retail, office, residential apartments and for-sale condominiums. • Represented a leading real estate investment firm based in Dallas in a variety of real estate transactions. The following are a few recent • Represented a real estate investment and development firm in a examples: a $70 million mixed-use development located in the old mixed-use project, including retail, for-sale condominiums, residential Mueller Airport site in Austin; a $140 million multifamily portfolio apartments, townhomes and a public park in Richardson, Texas. acquisition from a real estate firm, with the firm staying in as a joint- venture partner; a $115 million office building acquisition in New York • Worked with a real estate investment and development firm in a City with a local joint-venture partner; a $105 million office building mixed-use project, including a hotel, for-sale condominiums and retail acquisition in New York City with a local joint-venture partner; a $65 in Austin, Texas. million multifamily development on the Katy Trail in Dallas; and two coastal island developments in Texas. • Continued representation of a real estate and finance company in relation to an industrial business park in the Town of Flower Mound, • Represented the same real estate investment firm in a complex Texas. transaction in Ontario, Canada. The transaction involved an industrial purchase and redevelopment for a venture between our client and another leading real estate development company.
9 Winning for our clients
• Represented a client in the sale of a portfolio of 22 properties in the • Completed the negotiation of a real estate services agreement on Dallas Design District. The sale price was more than $70 million. behalf of a large health care system. The work involved engaging a property management company to manage the client’s two-million- • Worked with a client in the sale of a portfolio of six hotel properties in square-foot real estate portfolio. five states. The sale price was $75 million. • Completed the sale of a nine-property industrial portfolio, on behalf of • Represented a client in the sale of a large hotel in Memphis, Tennessee. a leading real estate development company, to a national REIT. The sale price was $45 million. • Continued work on the development of mixed-use properties in Frisco, • Represented a client in the purchase of a shopping center in Los Gatos, Texas, and Austin, Texas, on behalf of a real estate investment firm. California, with the necessary accompanying financing. The purchase price was $28.25 million. • Completed work on the development of multiple medical office buildings in Dallas, Plano, Grapevine and Fort Worth on behalf of a • Worked with a client in the purchase of a shopping center in large health care system. Springfield, Virginia, with the accompanying financing. The purchase price was $22.75 million. • Completed the acquisition of land in Puerto Vallarta on behalf of a luxury hotel chain for the development of a new resort hotel and • Represented a client in the purchase of a portfolio of five industrial related amenities. properties in Orlando, Florida, with the accompanying financing. The purchase price was $32.2 million. • Provided capital markets work on behalf of a real estate investment group to support their acquisition and development activities. • Assisted a client in the disposition of the Grand Avenue District of Southlake Town Square, through an asset-over partnership division. • Represented a real estate development company in connection with The sale price was nearly $101 million. a lease of more than 200,000 square feet of space. The lease was comprised of two new buildings to be built in Frisco, Texas. This • Represented the developer in a $41 million construction loan for the transaction was selected as the “Best Headquarters or Corporate development of a condominium in San Antonio. Campus Move” in the Dallas Business Journal’s Best Commercial Real Estate Deals. • Assisted a client, one of the leading banks in the southwest region, on a $40 million development loan for the development of a subdivision in • Represented a real estate development company in connection Trophy Club, Texas. with a lease of space (approximately 29,000 square feet) in Frisco, Texas. This deal was nominated in the same “Best Real Estate Deals” • Completed approximately 120 leasing transactions for one of the category as the transaction listed above. largest broadband and wireless communication companies in the nation. These transactions include leases or licenses for new cell • Assisted in representing an NFL franchise in closing their latest tower sites, amendments to existing leases or license agreements, and financing phase for the team’s new stadium project. subleases with other wireless service providers. • Represented a leading bank in connection with its negotiation and • Currently working on the acquisition of a large hotel in downtown consummation of the lease for its new corporate headquarters in Austin, which involves creating a condominium regime to separate Dallas. The lease will initially comprise approximately 160,000 square ownership of the hotel from the remainder of the mixed-use complex. feet with rights that could increase the overall leased space to more than 300,000 square feet. • Providing ongoing work on the development of a hotel with for sale residential units in the Fort Worth Convention Center on behalf of our client, a large luxury hotel chain.
10 Winning for our clients
structured to accommodate significant renovation of the improvements Real Estate Structured and to mitigate the lender’s concerns with abnormal tenant rollover and Finance rent abatement rights. Counseling in structured finance since the inception of the industry, • Represented a $32 million CMBS loan secured by a leasehold interest Winstead’s Real Estate Structured Finance Practice Group has closed in a retail center in Kappa, Hawaii. The transaction was structured more than 5,000 securitized loans, transactions valued from one to accommodate the fee purchase and subsequent merger of the million to half a billion dollars. leasehold and fee estates via complex third party escrows and self- effective documentation. • Represented a client in a $190 million financing transaction secured by 20 industrial properties across the United States. This complex • Represented a $23.34 million CMBS loan secured by a seven-property financing was structured to accommodate both the securitization industrial portfolio located in and around Chicago, Illinois. This concerns of the mortgage lender for CMBS purposes and the investor’s financing was structured to incorporate an A/B note structure, as well concerns that the transaction be “Sharia compliant” for purposes as the partial release/partial defeasance of multiple properties. of compliance with Islamic law. Certain properties were leasehold estates rather than fee interests and certain properties were subject • Provided assistance on a $34 million, multi-phase credit facility to PILOT (payment in lieu of taxes) structures with local development consisting of two senior construction loans, two mezzanine loans, agencies. and another “off-site” mezzanine loan. The transactions were for the construction of office buildings and infrastructure located in • Provided assistance with a $115 million CMBS loan secured by an Pleasanton, California. The financing was structured to accommodate office park in Rolling Meadows, Illinois. The loan was subsequently placement in a CDO. bifurcated into two CMBS loans. • Assisted with a financing transaction secured by a shopping center in • Represented the originator of a floating rate bridge financing secured Texas. This transaction involved the acquisition of a leasehold and fee by the previous Federal Reserve Bank Building in downtown Dallas, interest from a single owner, where the lender sought to preserve the which is being repositioned for office and technology use. The distinction between these two estates. financing was structured to accommodate placement in a CDO. • Represented a $40 million financing transaction secured by a shopping • Helped with a $50 million bridge loan slated for the renovation and center in Arizona. This loan was structured to accommodate the future conversion to medical office condominiums of a property in Union funding of a portion of the loan proceeds out of unadvanced reserve Square, San Francisco, California. holdbacks subject to future draws and mandatory advancement provisions and, in order to allow for the securitization of the loan, • On behalf of a client, handled a $50 million mezzanine loan behind implemented a two-note structure where only one of the notes was a $230 million life company senior loan, which was secured by ten funded at closing. shopping centers in Phoenix, Arizona.
• Represented the originator of a floating-rate bridge financing secured by a hotel property in downtown Dallas. The property Taxation, employee benefits & is being repositioned and reflagged under a different franchise. Private Business The transaction includes extensive reserves for remodeling and Winstead attorneys are at the forefront of advice, planning and renovation of top floors of the hotel. The financing was structured to advocacy for both taxation and benefits at the local, state, federal and accommodate placement in a CDO. international levels. The group has broad experience in the energy, financial services, real estate, construction, sports, technology and • Represented a $90 million multi-phase construction loan on a tax-exempt industries. 200-acre mixed-use project in Cherry Hill, New Jersey. The financing was structured to accommodate placement in a CDO. • Provided tax planning and tax due diligence for numerous taxable • Worked with a client on a $40.5 million CMBS loan secured by an and tax-free corporate mergers and acquisitions of public and private office building located in Chicago, Illinois. The transaction was companies.
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• Provided tax planning and analysis with regard to the issuance of • Assisted plan fiduciary committees of private- and publicly- traded publicly traded debt by a public corporation. companies with analysis of fiduciary standards under ERISA and compliance issues. • Provided tax and organizational planning for funds made up of taxable, tax-exempt and foreign partners investing in triple net lease properties. • Assisted a health system with amendment of nonqualified deferred compensation plans for compliance with final Section 409A regulations • Provided tax and organizational planning for funds investing in raw land and IRS filing for implementation of correction procedures with respect properties. to a qualified retirement plan.
• Provided tax and organizational planning for offshore hedge funds. • Assisted a Fortune 500 company with a Texas Occupational Injury Plan and with a severance plan for employees to be acquired in an • Provided international and U.S. tax planning for investments by foreign upcoming merger. investors in U.S. real estate. • Represented a nonprofit corporation with respect to the tax issues • Provided international tax planning for a U.S. energy company planning involved in the development of a $160 million continuing care to register shares on the London exchange. retirement community and then took over the complete representation of the owner in two complex bond offerings. • Provided international tax planning to combine affiliated entities doing business in the U.S. and Canada. • Created new organizational structures to eliminate the franchise tax liability with respect to entities’ passive investment income under the • Formed hundreds of new limited partnerships and limited liability new Texas revised franchise tax. companies to own properties and to conduct businesses of all types. • Merged numerous entities into newly formed entities to avoid • Represented investors in a 5500-acre Austin area tax-structured land application of the Texas revised franchise tax prior to July 1, 2007. acquisition. • Completed favorable settlements in four family limited partnership tax • Represented numerous tax-exempt nonprofit organizations in court cases. connection with requests for exemptions and ruling requests from the IRS, and in connection with planning for specific transactions. • Won three cases against the Internal Revenue Service involving operating losses for ranching operations. • Obtained a ruling from the IRS to extend a two-year period for replacing property lost by condemnation or casualty. • Representing the CEO of a significant client in a “passive activity loss” case against the Internal Revenue Service filed with the Federal Claims • Drafted restatements of profit sharing and 401(k) plans for several Court. different Fortune 500 companies, adding automatic enrollment features and new safe-harbor contribution requirements. • Planned for several “sale up” transactions where land to be developed is sold to a related entity in order to maximize capital gain income. • Assisted several Fortune 500 companies with new equity plans and new Section 423 stock purchase plans. • Created numerous entities whereby employees providing services could participate as “profits partners” in order to receive capital gain • Assisted several Fortune 500 companies with negotiation of officer rather than ordinary income. employment agreements, specifically taking into account final Section 409A regulations. • Served as “trusted advisors” to numerous private and family-owned businesses, including businesses in the real estate, construction, • Assisted several domestic subsidiary corporations of a publicly financial services and energy industries. traded Mexican corporation with an amendment and restatement of retirement plans and with the amendment of various welfare plans.
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• Provided tax and organizational counsel to restructure private Winstead’s Wealth Preservation attorneys are highly qualified and offer businesses to provide for succession of leadership. the finest, yet discreet, counsel to our clients. Several of our attorneys are board-certified in estate planning by the Texas Board of Legal • Provided tax and organizational counsel to real estate owner and Specialization. In addition, our group includes members of the American developer of $100,000,000 Frisco town square development. College of Trust and Estate Counsel. And all of our Wealth Preservation attorneys belong to one or more of the estate planning, probate and transfer tax sections of the American Bar Association, State Bar of Texas, Wealth Preservation or the Austin, Dallas or Houston Bar associations. In fact, many of our In our counsel to high net worth individuals, fiduciaries, financial attorneys hold leadership positions within these groups and are also institutions and charities, Winstead attorneys develop and implement frequent speakers on a wide range of topics relating to their practices, innovate approaches that meet clients’ objectives in a tax efficient including local, statewide and national engagements, as well as presenting manner. tax-related issues and comments at IRS tax forums and to the U.S. Department of Treasury.
litigation & dispute resolution Winstead’s Wealth Preservation Practice Group is focused on providing sophisticated, innovative and objective legal services for all aspects of our clients’ wealth preservation and transfer. We understand that every client, family, trust and estate is unique, and our attorneys customize Appellate their planning to meet each individual client’s needs. To accomplish this Winstead’s Appellate Practice Group, led by senior shareholders with goal, we work together as a team, drawing from our collective years of nearly 50 years of judicial experience, is the “go to” group for Texas experience, to help find the most efficient, cost-beneficial solutions for our state and federal appeals. clients. We focus on tax-sensitive estate planning, estate administration, trust administration, and family wealth transfer for business executives, professionals, closely held business owners, and other high-net-worth • Winstead’s Appellate Practice Group represented a large automobile individuals and their families. dealership as lead counsel for the appellees. In a one-two punch, the Texas Supreme Court agreed with Winstead’s arguments. The Our wealth preservation attorneys work closely with our colleagues from Court established factors that must be considered in awarding several other areas of the firm, including income tax, corporate, real estate, punitive damages, suggesting any award should be in line with and employee benefits to handle all facets of our clients needs, from typical statutory penalties for similar conduct (which in some cases amounts transfer tax issues to the most sophisticated wealth transfer techniques. to no more than $10,000 to $20,000). The Court also reversed longstanding Texas precedent adverse to Winstead’s client’s position, Our attorneys work extensively in tax-efficient planning for transfers of holding instead that parties must specifically establish entitlement business interests and family investments, as well as in structuring the to attorneys’ fees rather than rely on merely showing their work was ownership of new businesses and investment opportunities to build overall intertwined between work for which attorneys’ fees are authorized and family net worth laterally, rather than solely in the senior family member’s work for which they are not. generation. • Winstead’s Appellate Practice Group represented one of the nation’s Although tax planning is an important element of estate planning, we largest association of underwriters in an appellate case monitored believe it must be coupled with the client’s personal objectives in building, closely by the insurance industry because it was one of the first bad maintaining and transferring wealth. In initial meetings with our clients, we faith cases involving a homeowners’ mold claim to be tried after the strive to understand their goals, as well as their families, assets, liabilities 2001 $32,000,000 Ballard verdict, resulting from a media-hyped and overall wealth preservation and transfer goals. Only then do we mold scare. Winstead led the trial and appellate defense team. Though recommend and assist in implementing objective and innovative solutions plaintiffs claimed millions, the jury found damages to be de minimus. and strategies to help our clients achieve and enhance their goals. Our On appeal, Winstead argued for an interpretation of Texas Insurance attorneys’ expertise extends not only to the planning stages of a client’s life, Code, Article 21.55 (regarding prompt payment of claims) that was but also to the administration, distribution, funding, tax reporting, beneficial consistent with best insurance industry practices. The intermediate interests and rights, and fiduciary responsibilities involving trusts and court of appeals agreed. (The Supreme Court denied the petition for estates. review in 2007.)
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• Oil and Gas/Statute of Frauds – reversed $1 million fraud verdict • Represented a national financial institution in a trial in Galveston because, in the absence of a written contract, the statute of frauds County, Texas, over the priority of certain liens on commercial property. bars consideration of an alleged royalty interest in an oil and gas lease We prevailed at trial on our client’s counterclaim, and our client was as a damages measure. awarded declaratory relief and attorney’s fees.
• Property Rights – affirmed a trial court judgment protecting property • Provided counsel to a global investment management firm seeking owner’s rights to just compensation for taken property against the more than $8 million against debtors for violation of certain single- government’s argument that it need not pay all the damages because purpose entity restrictions. The case was tried before the court in a the property owner did not originally purchase the property all at one bench trial in Houston and is currently awaiting the court’s decision. time. • Represented an investor group that acquired a majority interest in • Land Annexation – reversed the trial court’s denial of a request for a a $90 million real estate project. This “minority oppression” case temporary restraining order to prevent a town from taking any steps concerned the valuation of certain partnership interests under a buy/ toward annexation of property before arbitrating a dispute over the sell provision. The plaintiff sought damages in excess of $9 million. annexation. We dissolved a temporary restraining order and blocked a temporary injunction. After a mediation, the case settled on terms favorable to our client.
Commercial Litigation • Currently representing a Chicago-based hedge fund seeking to collect Commercial litigation is a significant part of Winstead’s practice. Our on a letter of credit related to a $22 million loan to a Houston-based group leverages the knowledge, resources and experience of our automobile dealer and finance company. The case is pending. full-service business law firm with a litigation bench of more than 100 attorneys strong. When litigation is necessary, our goal is to work with • Provided counsel to the chairman of the board of directors of a clients to develop and implement an effective and efficient strategy. transportation logistics company in a federal lawsuit involving alleged cyber crimes and misappropriation of trade secrets. The competitor had incriminating e-mail proof that the president and certain other • Represented an insurer in a statewide class action. Winstead obtained representatives had hacked into the competitor’s computers a a favorable ruling from the Texas Supreme Court, which decertified the confidential amount of times. The case settled without our client class action. contributing to the settlement.
• Represented a multinational insurance company in a nationwide class • Represented a bank in the collection of a $5 million guaranty on a action in which 15 million potential class members sought 13 billion golf course development in Las Vegas. We were able to recover the dollars in damages. Winstead obtained a ruling from the court that the full amount of the guaranty plus attorneys’ fees. After the case, we case could not be certified as a class action. Consequently, after three advised the national bank on other distressed golf course loans in years of litigation, the plaintiffs’ attorneys dismissed all claims. other states.
• Represented a global investment management firm in a conduit loan • Advising the non-working-mineral-interest owners in a dispute over case in which the borrower improperly changed the collateral property charges for the drilling and completion of two gas wells in the Barnett from a Holiday Inn to Clarion Inn. Winstead prevailed at trial by Shale. The working-interest owners were charged more than $14.5 establishing fraud. The case is currently pending on appeal. million for two wells that should have cost no more than $7 million. The case is currently pending. • Worked with the assignee of a bank in a malpractice case against the bank’s former auditors. After a weeklong trial in district court in • Represent a related group of commercial property owners in a lawsuit Athens, Texas, the jury awarded our client an amount in excess of $1 against the Dallas Central Appraisal District (DCAD). The DCAD million. The jury found that the auditors had improperly failed to detect increased the appraised value of the property owners’ properties by that a material amount of the bank’s assets were actually unregistered more than $150 million in one year. We are challenging the appraisal investment contracts sold to the bank as a part of a third-party Ponzi process as unconstitutional and in violation of certain Texas statutes. scheme. The case is currently pending.
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• Prosecuted a mortgage fraud claim on behalf of a national bank. The • Worked with a large university on a construction-defect litigation on case involved multiple misrepresentations relating to the collateral, campus. the purpose of the loan and the borrower’s financial history. The trial proceeded to the bench, after we defeated the borrower’s attempts to • Represented a real estate investment trust on a construction-defect circumvent a jury waiver provision in the loan documents. Our client claim and damages related to contractor defaults in Texas and Virginia. was awarded approximately $5 million in actual damages, with a punitive damages award of $1 million. • Represented a publicly owned engineering, procurement, construction, and maintenance service company in connection with a lawsuit involving an Austin area toll road. Construction Winstead’s Construction Practice Group has the experience to advise and represent clients on any construction-related issue they Energy & Environmental Law encounter. Some of our key clients include owners, developers, By integrating multiple areas of practices, Winstead’s energy and contractors and financial institutions. environmental lawyers are able to provide clients with the highest quality of legal representation in transactions, litigation and regulatory work. Transactional Work
• Negotiated construction contracts for a new power plant project in Winstead significantly expanded the scope of this practice group by Lufkin, Texas for a national fabrication and machining facility. adding several senior lawyers with in-depth experience in both energy and environmental matters. The group encompasses virtually all aspects • Negotiated architect, interior design and construction contracts for the of Winstead’s Energy & Environmental practice, including litigation, development and construction of a downtown convention center and government relations, regulatory and transactional work. The primary hotel. focus of this practice group is to enhance our litigation, transactional and regulatory services for the firm’s energy and environmental clients. • Representation of multiple publicly traded real estate investment trust Currently, Winstead regularly represents: companies in drafting design and construction contracts for various projects on a nationwide basis. • two of the world’s four largest oil companies in litigation matters • several major energy companies with related government relations • Negotiated an architect agreement and construction contracts for a work California winery. • a substantial number of mid-sized and smaller oil, gas and energy and/or pipeline companies in both litigation and transactional work • Negotiated design professional and construction contracts for a large • a blue ribbon list of environmental clients condominium project in Dallas, Texas. We have also organized an environmental law subgroup of the Energy & • Increased work for owners and developers in drafting design and Environmental Law Practice Group. This group consists of attorneys in four construction contracts for multifamily and condominium projects. offices who handle all aspects of environmental law, including litigation, regulatory, transactional and legislative. Litigation Work Attorneys in our practice group have tried numerous arbitrations and • Represented large real estate investment and development companies cases this past year and enjoyed some major victories, not only at the trial in condominium construction-defect litigation lawsuits. court level, but also on appeals to various state courts and the Fifth Circuit Court of Appeals. For example, we are currently handling thousands of • Represented a real estate investment firm on a construction-defect alleged exposure cases for a client in Louisiana; a class action in Arkansas litigation case involving a large apartment project in New Orleans, for another major energy client; and several large litigation, arbitration Louisiana. and transactional matters for other energy and environmental clients
15 Winning for our clients
throughout the State of Texas. Our regulatory and governmental relations funds received and millions of dollars in civil penalties. The matter was practice for energy and environmental clients is at one of the highest levels successfully resolved with no injunction, no assessment of civil fees or in Winstead’s history. penalties, dismissal of the case and entry of an assurance of voluntary compliance.
Investment Company – After the representation of a national real estate Government enforcement and securities investment training company under investigation by the & Regulated Industries Consumer Protection Division of the Texas Attorney General’s office, the Litigation investigation was dropped without the filing of a suit by the Attorney General. At the intersection of government and business, there exist significant government regulation and consumer protection challenges. It is here Pharmaceutical – Advised and counseled a pharmaceutical company in where Winstead’s Government Enforcement & Regulated Industries litigation with the Texas Attorney General alleging overpricing of drugs used Litigation attorneys serve their clients, preventing, prevailing over or in Medicaid and Medicare programs. minimizing the effects of any civil enforcement action.
Payday Lender – Defended the interests of multiple payday lending companies in lawsuits and in responding to Civil Investigative Demands In September, Winstead’s Government Enforcement & Regulated Industries in connection with investigations and/or lawsuits brought by the Texas Litigation Group was created. The practice group was formed to respond Attorney General. At issue were alleged violations of the Texas Deceptive to the stepped-up efforts by government officials and regulatory agencies Trade Practices Act and various consumer credit laws and regulations. to enforce consumer protection statutes and industry regulations. The expertise of the practice group is what sets us apart from other Texas law Communications Corporation – Represented a large communications firms. Below are examples of matters the group has handled. company responding to a Civil Investigative Demand in connection with investigation of an advertising campaign that included a lottery. The matter National Home Mortgage Lender – As part of a multi-state team, was resolved without the filing of a suit by the Attorney General. Winstead represented a national home mortgage lender defending against alleged deceptive lending practices investigated by a State Attorney Title Insurance – Provided ongoing counsel to several insurers in General’s multi-state taskforce. We took the lead in negotiating the responding to Civil Investigative Demands in connection with the Texas settlement with the Texas Attorney General and settled the matter without Attorney General’s civil investigation into industry practices regarding the litigation. collecting and protecting of title information. Direct Marketing – Represented a national direct marketing company Health Benefit Cards – Represented service providers in Civil Investigative in a suit filed in Texas by the Texas Attorney General and in suits filed Demand brought by Texas Attorney General regarding the use of discount in numerous other states by those states’ Attorneys General. At issue health benefit cards. were allegations of false and misleading advertising and violations of the Deceptive Trade Practices Act and other consumer laws of various states. Highway Contractors – Defended a major highway contractor against an All matters were favorably resolved in all states without a finding of violation open records demand before the Texas Attorney General in a proceeding of any law. to decide whether the contractor’s bid before a state agency was public information. Auto Insurance – Counseled a major insurer on its response to a Civil Investigative Demand regarding the use of credit scores in underwriting auto insurance.
Lender – Represented a lender making property tax loans in a lawsuit by the Texas Attorney General alleging violations of the Texas Deceptive Trade Practices Act and the Property Tax Code. The suit requested injunctive relief, rescission of thousands of consumer contracts, disgorgement of
16 Winning for our clients
in this multiparty oilfield case are $100 million, and Winstead was selected to handle the client’s defense in the face of inordinate Intellectual Property marketing pressure from several other intellectual property litigation In best-case scenarios, a company’s intellectual property policies firms. are strategic and protective. In not-so-best circumstances, IP assets • Ongoing efforts with our Litigation and Energy practices to support are quietly ignored. Winstead’s Intellectual Property Practice Group our client’s technology and intellectual property matters. manages both situations, along with all IP issues triggered between • Retained to represent a client in the area of RFID technology. Several worst- and best-case scenarios. key patents have now been allowed, and the firm was hired to initiate a licensing and enforcement program for these patents.
In 2007, the firm’sIntellectual Property Practice Group was restructured Transactional IP Counsel and enhanced. Eleven intellectual property attorneys and six patent Winstead attorneys advise in all areas of IP transactions, including agents/advisors, four of whom have Ph.D.s, joined the group during contracts, joint ventures, licensing agreements and public offerings for the past year. We also integrated a lateral intellectual property group, high technology companies. In mergers and acquisitions, IP transfers and including five new practitioners and their entire staff. The addition of these business deals, Winstead IP attorneys often team with our Corporate & new attorneys expands Winstead’s capabilities in the area of intellectual Securities Practice Group on behalf of both purchasers and sellers. We property. deliver a thorough evaluation and analysis of issues triggered by impending purchases, policies, procedures and audits. The Intellectual Property Practice Group also expanded its technical expert resources in the areas of molecular biology, physical chemistry and IP Litigation pharmaceutical chemistry. This additional expertise allows Winstead to Winstead attorneys resolve complex IP litigation issues in the district and increase its market from a base of nanotechnology work into the areas of federal courts, U.S. Court of Appeals for the Federal Circuit, U.S. Patent and biotechnology and nano-bio. As a result, Winstead has enhanced its client Trademark Office and U.S. International Trade Commission. Our attorneys service in the life sciences area. are equally skilled at achieving favorable outcomes in alternative dispute resolutions forums. For our biotechnology and related start-up businesses, our attorneys advise at every stage of a company’s growth. We counsel biotech innovators, organizations and investors through a wide range of phases and issues. Winstead attorneys also provide our clients with in-depth nanotechnology Labor, Employment & resources. We counsel nanoscientists, emerging companies, research Immigration universities and Fortune 500 companies. Winstead’s nanotechnology Whether bulletproofing clients against discrimination claims, defeating attorneys and patent agents have represented some of the world’s most harassment litigation at summary judgment or drafting and enforcing renowned nanoscientists, including a Nobel Laureate. strategic employment agreements, Winstead attorneys know that the best workplace disputes are those that never occur. Our Intellectual Property Practice Group attorneys were recently involved in the following types of cases:
• Collaborated with our Litigation practice to manage a patent Winstead’s Labor, Employment & Immigration Practice Group is one of infringement defense action in Tyler, in the Eastern District of Texas. the largest in the state. We represent a wide range of employers in various • On behalf of a client, obtained a favorable settlement prior to any industries with respect to employment-related issues. Listed below are a discovery after briefing a specific nuance of patent law giving the few significant developments within our group during the past 12 months: defendant an implied license under self-help and Texas U.C.C. provisions. • Obtained summary judgment for telecommunications company • Handled a matter, in the Southern District of Texas, involving Three former employees filed individual lawsuits against a Winstead trademark, patent and contract issues, and obtained a TRO, a telecommunications client. Several claims were asserted in each preliminary injunction and a favorable settlement on the client’s behalf. lawsuit. Winstead obtained a summary judgment on all claims in • Handling a plaintiff’s case in Tyler, out of the Austin office. two of the cases, and 11 of the 12 claims in the third case. • Recently answered on behalf of an oilfield equipment manufacturing client involved in multiparty litigation in Tyler. The damages alleged
17 Winning for our clients
• Won an arbitration case for a mushroom grower • Represented a diversified financial services company in a regulatory Winstead recently represented the nation’s largest grower of fresh inquiry, of national scope, which was initiated by the NASD Division mushrooms in a dispute over an employee injury. The client refused of Market Regulation. The matter concerned the firm’s fixed-income to pay a several thousand dollar settlement demand, and the case trading desk and related policies and procedures. was set for an arbitration hearing. At the conclusion of the hearing, the arbitrator ruled for Winstead’s client, and the employee received • Offered counsel to a global financial services organization in five nothing. securities arbitrations involving alleged sales practices violations, including claims of unsuitable recommendations related to • Retained by a restaurant chain commodities hedge funds and structured by a Financial Advisor in Our group was recently retained to represent a large Houston- Fort Worth. In each case, the claimant sought damages in the high based restaurant chain on several employment-related matters. It six or low seven figures. In the first case, the panel awarded the is anticipated that the scope of this representation will continue to claimant zero damages on a $1.7 million claim. Following the win, the expand as the client continues to grow. remaining four claims were successfully settled.
• Represented a global financial services organization in the United States District Court for the Northern District of Texas in opposing a Securities Litigation & motion to vacate a defense verdict in an arbitration before the New Enforcement York Stock Exchange in which claimants sought in excess of $1 Winstead’s Securities Litigation & Enforcement Practice Group offers million. its clients a wealth of experience at all levels of federal and state securities regulation and private litigation. Tort & Insurance Litigation With a litigation bench more than 100 attorneys deep, Winstead • Represented a publicly traded biotechnology company and its strategically resolves the legal threats facing corporations, businesses management in a shareholder class action alleging breach of fiduciary and insurers with trial-proven, industry-experienced counselors. duty and aiding and abetting arising from the company’s $919 million merger.
• Provided counsel to a senior executive of a global investment • Represented a major oil company in five toxic tort trials involving management organization in a class action before a Multi-District more than 15,000 plaintiffs claiming various injuries from various Litigation panel in the United States District Court for the District of substances allegedly released into the atmosphere. The client Maryland. The class action was alleging violations of the federal received favorable jury verdicts in each of those trials resulting in the securities laws and breach of fiduciary duty related to “market timing” plaintiffs recovering nothing. and other practices. • Defended and defeated class certification in three toxic tort matters for • Represented an offshore broker-dealer in a civil injunctive action a major oil company. initiated by the Fort Worth office of the Securities and Exchange Commission to enjoin the alleged unlawful distribution of securities. • Obtained summary judgment for a large casualty company in federal court in Houston on a $2.8 million claim by a large energy firm and its • Assisted a global financial services organization in an enforcement insurer. investigation initiated by the New York Stock Exchange concerning alleged sales practice and supervisory violations in its Houston • Obtained a favorable settlement for seven professional E&O claims offices. The matter also involved representations of the company in an against a prominent local accounting firm alleging it was involved in investigation initiated by the Dallas District NASDR concerning alleged promoting “son of boss” tax shelters. sales practice and supervisory violations in its San Antonio/Corpus Christi complex. • Received a favorable settlement of an audit case against a prominent Waco accounting firm alleging it had erred in an audit of a local firm.
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• Acted as the primary co-author of the 2007 revisions to the Mortgage • Recently began representing a publicly traded national motor carrier in Bankers Association white paper on mold and indoor air quality. catastrophic injury and death accidents.
• Participated in a jury trial of a non-subscriber personal injury case for • Represented a leading insurance company in the evaluation of a retail grocery chain, which resulted in our obtaining a no-negligence directors and officers coverage issues involving alleged claims jury verdict on behalf of our client. exceeding $60 million against a top worldwide insurance broker related to the placement of workers compensation insurance in Texas. • Defended and appealed a favorable trial verdict in a non-compete case related to reinsurance recovery. • Act as outside general counsel for a major real estate management company, including assistance with the management of claims, • Represented a national hair care product manufacturer in a non- defense of insurance coverage declaratory judgment actions and subscriber case. The manufacturer is a new client for the firm. consultation on insurance policy renewals.
• Represented a national third-party logistic company for damages to high value computer and electrical components. On behalf of our client, we obtained a favorable settlement, which maintained an existing working relationship.
Professional excellence
THE FIRM
Winstead began 2007 with new leadership. Denis Braham assumed the named managing shareholder of the Austin office. He succeeded David post of chairman and CEO on January 1. Hewlett, who served as managing shareholder for seven years.
Winstead’s shareholders approved a new governance structure for Winstead welcomed attorneys and staff who joined the firm from the the firm that moved away from the former section arrangement into former Jenkens & Gilchrist and several other firms. The firm is proud of a departmental structure. The new structure has two departments – the caliber of these new hires and pleased they have joined Winstead. Business & Transactions and Litigation & Dispute Resolution, led by Ed Peterson and Jay Madrid, respectively. Each department has multiple The firm’s name was officially changed to Winstead PC, and the firm practice groups led by a practice group leader. rolled out a new brand, logo and Web site in September.
Michelle Rieger, Peyton Smith and Mike Alessio were elected to the The firm officially launched the Women’s Alliance and declared 2007 the firm’s Executive Committee. Michelle is the first of Winstead’s female Year of the Woman at Winstead. shareholders to be elected, and Peyton is the first Austin shareholder to serve on the committee since Pete Winstead finished his term in The Executive Committee appointed Melissa Stewart as the firm’s December 2004. Mike has been a member of the firm’s Real Estate marketing shareholder; Greg Erwin as the firm’s overall hiring practice since 1995 and is known for his strong leadership skills and shareholder; and Dale Butler as the technology chair. dedication to the firm. Winstead’s Houston office relocated to the JPMorgan Chase Tower, and Jeff Hage was named managing shareholder of the Dallas office. Jeff has the Washington, D.C. office moved into new space on 20th Street, NW, in been with the firm since 1981, and he replaced Tom Helfand, who served the heart of the federal district. as Dallas’ managing shareholder for 15 years. Alex Gonzales, who has more than 19 years of legal experience working in the Austin region, was
19 Professional excellence
Talmage Boston received a Presidential Citation from the State Bar of Honors Texas for his outstanding contributions over the past year.
A+ Houston Diversity Report Card Rating Houston Lawyers Foundation named Jim Lemond one of its inaugural Winstead’s Houston and The Woodlands offices received an A+ rating in Legacy Fellows based on his outstanding professional and civic the Houston Multi-Bar Diversity Committee’s Report on Law Firm Hiring contributions. and Retention of Minority Lawyers. Winstead was one of only two law firms that received an A+ grade. Dan Branch, Dallas shareholder and member of the Texas House of Representatives, was selected to chair the House Select Committee on Chambers & Partners USA Guide Higher and Public Education Finance. Winstead’s Real Estate, Banking and Finance, Construction, Immigration, and Taxation practice areas received high marks. In addition, several of Houston Associate Demetra Liggins was elected to serve as chair-elect the firm’s attorneys were ranked as some of America’s leading business of the Houston Bar Association’s Bankruptcy Section. She also was lawyers. elected to serve on the Texas Young Lawyers Association Board of Directors. Texas Super Lawyers Fifty-five Winstead attorneys were selected as Texas Super Lawyers by Two shareholders were elected as council members to the State Bar of Law & Politics magazine and were published in the October issues of Texas Construction Law Section. Robert Bass was elected chair, and Texas Monthly and Texas Super Lawyers. Michelle Rieger was elected vice-chair.
The Best Lawyers in America 2007 Gov. Rick Perry appointed John Menchaca to the One-Call Board. Fifty-eight Winstead attorneys were selected through a peer-review survey of top attorneys in the country. San Antonio Associate Daniel Martinez was elected to serve as trustee of the San Antonio Bar Foundation. D Magazine: Best Lawyers in Dallas Eleven Winstead attorneys were recognized as Best Lawyers in Dallas. Dallas Associate Erik Hsu was named to the Board of Directors for the Young Taiwanese Chamber of Commerce of Dallas/Fort Worth. Houston Business Journal: Best Places to Work Winstead was listed as one of the Best Places to Work in Houston. Harry Joe and Ryan Farha were elected to leadership positions at the Winstead’s Houston and The Woodlands offices qualified for the listing, University of North Texas. Harry was elected to the Board of Directors which was based on an employee survey. of the University of North Texas Foundation. Ryan was named to the University of North Texas Exes Board of Directors. Texas Monthly: Rising Stars Twenty-four Winstead attorneys were named Rising Stars. Only 2.5 Tom Thomas became the non-executive chairman of the Pier 1 Imports percent of Texas attorneys receive this honor each year. Board of Directors.
Worth Magazine: Top 100 Attorneys in the U.S. Bill LaForge delivered the commencement address for the Stetson This list once again included John Bergner, chair of the Wealth University College of Law in Florida. He also received an honorary Preservation Practice Group. John was one of just four Texas lawyers degree. Bill is the president of the Federal Bar Association and named to the magazine’s Top 100. chairman of its Board of Directors.
Lawdragon: 500 Leading Dealmakers Phil Freeman was elected to serve on the board of the San Antonio Denis Braham and John Nolan were named among the 500 Leading Technology Accelerator Initiative (SATAI). Dealmakers for 2007 by Lawdragon. Attorneys who make this list handle headline-making transactions. Robert Witte recruited 100 Dallas lawyers known as MDA’s Dallas Legal Leaders: The Hot Hundred Who Care, each of whom pledged H Texas Magazine: Houston’s Top Lawyers to give and/or raise $1,000 for the Muscular Dystrophy Association. Three Houston attorneys were recognized for their outstanding The resulting $100,000 donation paid for the 2007 Dallas-area MDA performance and professional reputation in the legal industry. summer camp, enabling more than 100 kids with muscular dystrophy to spend a week at camp in June.
20 Professional excellence
Alex Valdes was elected to serve as secretary of the Hispanic Bar Robert Bass was honored for his outstanding Quarter Century of Association of Austin. Service with the Lumbermen’s Association of Texas.
Vernon Rew was honored by the Downtown Fort Worth YMCA and, for the Craig Enoch received Southern Methodist University’s Distinguished second time, received the Henry Meadows Volunteer of the Year Award. Alumni Award, the highest honor the university bestows upon its graduates.
diversity committee report
From focus groups to sponsorships, Winstead’s Diversity Committee – National Asian Pacific American Bar Association has been busy throughout the 2006-2007 fiscal year. Highlights and – Texas Diversity Council Symposiums accomplishments include the following: – Texas Minority Counsel Program – Thurgood Marshall Legal Society • Working alongside diversity consultant Jane DiRenzo Pigott of the R3 Group LLC, the Diversity and Executive Committees adopted the • Efforts are underway to adopt a new alternative work policy, and revise Diversity Action Plan for 2007-2009 in May. The Diversity Action Plan Winstead’s mentoring program and assignment systems. details specific action items for the firm to undertake with respect to leadership, firm culture, recruiting, retention, promotion and • The Diversity Committee is currently developing a new Law School communication. A series of follow-up diversity training sessions for our Diversity Outreach and Scholarship Program. firm’s leadership will be conducted. For questions regarding the Women’s Alliance, please contact Teresa • The Diversity Committee declared 2007 the Year of the Woman at Schneider at 713.650.2709. Winstead. In May, the firm officially launched its first affinity group – the Women’s Alliance. The Women’s Alliance addresses topics of interest to women at the firm, such as business development, leadership opportunities, retention and alternative work schedules. In October, the Women’s Alliance hosted a two-day workshop in Dallas to strategize and discuss key issues.
• As part of the Diversity Action Plan, firm leadership participated in diversity training with Jane DiRenzo Pigott in August. Participants Teresa Schneider included the Executive Committee, department heads, practice group Chair, Women’s Alliance leaders, office managing shareholders and administrative department heads. For questions regarding the Diversity Committee, please contact Tom • The Diversity Committee supported a number of organizations and Forestier at 713.650.2749. events including:
– Co-sponsor of the Jackie Robinson Foundation Scholarship Program – Anti-Defamation League seminars and awards luncheon – Black Law Students Association – Hispanic National Bar Association – 2007 Impulse Artist Series – Minority Corporate Counsel Association Tom Forestier Chair, Diversity Committee
21 community relations report
Committed to our Communities Winstead’s commitment to serving our communities dates back to the firm’s inception. We support our communities by providing pro bono legal assistance to low-income individuals and non-profit organizations, supporting charitable organizations and volunteering our time as board members of local community organizations. Some of the organizations Winstead proudly supported in 2007 include:
American Cancer Society Jewish Community Center of Dallas American Heart Association John H. Reagan Elementary School – Dallas American SIDS Institute Kids Who Care, Inc. Arthritis Foundation The Leukemia & Lymphoma Society Attorneys Serving the Community Lone Star Girl Scout Council Austin Children’s Museum Lyric Opera of Austin Austin Museum of Art Make-A-Wish Foundation Boys & Girls Clubs of the Capital Area March of Dimes Boy Scouts of America Meals on Wheels and More Brock Elementary Medina Valley ISD Education Foundation Candlelighters Childhood Muscular Dystrophy Association Cancer Foundation Paws for Patriots CASA Partners in Education- Travis Heights Elementary Children’s Justice Project Post Oak Family YMCA Cook Children’s Health Care System Promise House, Inc. Colorado River Foundation Pulmonary Hypertension Association Crystal Charity Ball Ronald McDonald House Cystic Fibrosis Foundation SER Jobs For Progress Dallas Center for the Performing Arts South Montgomery County YMCA Dallas Opera Special Olympics Dallas Symphony Orchestra St. Jude Children’s Research Hospital Dallas Theater Center State Fair of Texas Dallas Zoological Society Susan G. Komen for the Cure Disabled American Veterans Texas Alcoholism Foundation Downtown Dallas Texas Community Building with Attorney Resources El Paso Symphony Orchestra Association The Helping Hand for Children Entrepreneur’s Foundation - Freedom Day The Woodlands Arts Council Eugene Field Elementary School TITAS Fort Worth Museum of Science and History United Way of America Greater Dallas Council on Alcohol & Drug Abuse VICTORY Board Habitat for Humanity Volunteer Legal Service Heritage Society of Austin West Austin Youth Association Hill Country Conservancy Women Helping Women Hidalgo Foundation of Bexar County Woodlands Rotary Club Houston Grand Opera YMCA Houston Livestock Show and Rodeo Interfaith of The Woodlands Jackie Robinson Foundation
22 pro bono report
Winstead greatly supports the right to legal representation, especially DIAL - Developing Independent Adult Living access for the less fortunate, marginalized and disadvantaged. Our Family Eldercare attorneys, paralegals and legal assistants donate numerous hours each FUNED, Honduras year to a wide variety of organizations and individuals. Below are a few Greater Dallas Chamber Young Professionals representative pro bono projects: Greater Houston Convention and Visitors Bureau Houston Golf Association Assistance to the indigent: Houston International Seafarers’ Centers • Working with FUNED of Honduras, a Tegucigalpa-based organization to Jesuit College Preparatory School Young Alumni Association provide life-transforming business loans in third-world countries Jewish Federation of Greater Houston • Represented an AIDS victim threatened with eviction Kardivas, Inc. • Assisted disabled persons with obtaining and sustaining social security KIPP, Inc. (Knowledge is Power Program) benefits so they could support their families Legal Aid of Northwest Texas • Represented a father in custody proceedings involving his son, where LifeWorks the mother had already killed the daughter by violent shaking Meals on Wheels and More • Counseled indigents faced with deportation and other immigration- Mercy Street related issues Museum of Nature and Science - Dallas, Texas • Assisted in numerous divorce and custody proceedings NCAA 2011 Men’s Final Four - Local Organizing Committee • Participated in the ABA’s Death Penalty Representation Project and North Dallas Chamber of Commerce provided assistance in several habeas corpus proceedings North Texas Super Bowl XLV Host Committee • Defended and ensured due process for indigents charged with lesser Northwest Assistance Ministries, Inc. crimes Prison Entrepreneurship Program Providence Homes Dallas Assistance to nonprofit organizations: Real Estate Council • Volunteered legal time and resources to assist a Houston nonprofit Regents School of Austin organization that places hard-to-adopt children in caring homes Salesmanship Club of Dallas • Assisted the South Dallas Inner-City Community Development Sam Houston Area Council - Boy Scouts of America Corporation in taking ownership of five properties for development of Sinanian Development, Inc. community projects in Dallas Super Bowl 2004 Host Committee • Counseled ARTS Center Stage, an Austin nonprofit supervising the Texas Corinthian Yacht Club redevelopment of the Municipal Auditorium Texas Urban Forestry Council • Donated legal services, money and other resources to assist in the Uplift Education design, permitting and construction of a building for Vogel Alcove, a Winston School day-care facility for homeless children The Woodlands Children’s Museum YET Centers of Houston Leaders in the Community: Young Widow - Chapter Two The following is a list of organizations in which Winstead attorneys currently serve as pro bono general counsel or legal counsel or special Legal Aid Organizations: counsel for projects. Several Winstead attorneys volunteer for various legal aid organizations that are instrumental in preserving “equal access to justice.” Some of Academy of Medicine, Engineering and Science of Texas these organizations include: Asian American Forum, Inc. Avalon Place Property Owners’ Association • Dallas Volunteer Attorney Program Big Brothers Big Sisters of Central Texas • Court Appointed Special Advocates (CASA) British American Business Counsel - DFW Foundation • Houston Volunteer Attorney Program Catholic Charities of the Archdiocese of Galveston-Houston • Legal Aid of Northwest Texas Dallas Lutheran School • Texas C-Bar Dallas Symphony Orchestra • Volunteer Legal Services of Central Texas Dallas Tennis Association Dallas Texans Soccer Club For more questions regarding Winstead’s pro bono legal assistance, please DaVinci School contact John Reenan, at 214.745.5109 or [email protected].
23 Leadership Winstead
Congratulations to the members of Leadership Winstead 2007. And special appreciation to the coordinating shareholders of Leadership Winstead 2007, Linda Burgess and Phil Lamberson.
Leadership Winstead is a program designed to reward those associates in the firm who have demonstrated a high level of leadership, loyalty, and work ethic by (a) further developing in those associates the core values and history of Winstead; (b) exposing associates to the business side of the firm; (c) developing our associates’ leadership potential and skills; and (d) enhancing our associates’ overall experience with the firm. Senior shareholders assist by developing an agenda for interactive programs on various topics. The associate members and shareholder advisors meet formally once a month with more informal settings throughout the year.
Members of Leadership Winstead 2007 include:
Linda Burgess – Lorin Combs Peter Madden Kent Pearson Coordinating Shareholder
Phil Lamberson – Rob Hailey Jeff Matthews Chad Robinson Coordinating Shareholder
Alex Allemann Josh Lebar Rebecca Massiatte Julie Sassenrath
Patrick Cohoon Demetra Liggins Melissa Prentice Lorber Erica Thomas
24 NEW ATTORNEYS & Shareholders
New Attorneys Sierra Dean – Associate Winstead welcomes the following attorneys who joined the firm in 2007: Dallas, Finance & Banking Harry Dollar – Associate Kelle Acock – Associate Houston, Real Estate Development & Investments Austin, Construction Ira Domnitz – Associate Alex Allemann – Associate Houston, Intellectual Property Austin, Corporate & Securities Jason Flaherty – Associate Claude Anello – Shareholder Austin, Wealth Preservation Houston, Real Estate Development & Investments Raph Flood – Associate Zeena Angadicheril – Associate Dallas, Real Estate Development & Investments Dallas, Real Estate Structured Finance Joe Fonlon – Associate Jeff Autrey – Of Counsel Houston, Intellectual Property Austin, Corporate & Securities, Insurance Mandy Ford – Associate Al Axe – Shareholder Austin, Corporate & Securities Austin, Energy & Environmental Law Phil Freeman – Shareholder Vicky Bernabe – Associate San Antonio, Corporate & Securities Houston, Real Estate Development & Investments Nancy Furney – Shareholder Cathryn Berryman – Shareholder Dallas, Taxation, Employee Benefits & Private Business Dallas, Intellectual Property Keneisha Green – Associate Nicole Betters – Associate Dallas, Real Estate Development & Investments Houston, Commercial Litigation, Energy & Environmental Law John Hall – Associate Nathan Block – Associate San Antonio, Public Finance Houston, Energy & Environmental Law, Real Estate Development & Investments Keith Hopkinson – Of Counsel Austin, Corporate & Securities, Insurance Michael Blue – Associate Austin, Real Estate Development & Investments Ashley Hutcheson – Associate Dallas, Construction Lindsey Bragg – Associate Dallas, Real Estate Development & Investments Harry Joe – Shareholder Dallas, Labor, Employment & Immigration Corby Brooks – Associate Austin, Taxation, Employee Benefits & Private Business Isaac Johnson – Associate Houston, Real Estate Development & Investments Brenda Kay Brown – Of Counsel Dallas, Real Estate Banking, Insurance Companies & Fund Advisors Mary Keller – Shareholder Austin, Corporate & Securities, Insurance T.J. Campbell – Associate The Woodlands, Corporate & Securities Andy Kever – Shareholder Austin, Corporate & Securities Michael Cook – Shareholder Austin, Taxation, Employee Benefits & Private Business David Keyes – Shareholder Houston, Finance & Banking Rowland Cook – Shareholder Austin, Corporate & Securities Koy Killen – Associate Fort Worth, Commercial Litigation Keith Courtney – Shareholder Austin, Energy & Environmental Law Jennifer Kracht – Associate Austin, Corporate & Securities Courtney Davis – Staff Attorney Dallas, Real Estate Structured Finance Kathy Lindauer – Shareholder Austin, Corporate & Securities Steven Davis – Associate Dallas, Real Estate Development & Investments
25 NEW ATTORNEYS & Shareholders
Amy Lott – Associate Nickolas Spiliotis – Associate Dallas, Corporate & Securities Houston, Labor, Employment & Immigration Brian Mangum – Associate Bruce Stockard – Shareholder Austin, Intellectual Property Dallas, Real Estate Structured Finance Rebecca Massiatte – Associate Lisa Tilley – Associate Dallas, Labor, Employment & Immigration Dallas, Real Estate Structured Finance John Menchaca – Shareholder Jeff Tinker – Associate Austin, Corporate & Securities Dallas, Intellectual Property Stan Moore – Shareholder John Tolbert – Associate Dallas, Intellectual Property Dallas, Real Estate Structured Finance Carl Myers – Associate Sean Urich – Associate Austin, Commercial Litigation Dallas, Labor, Employment & Immigration Jennifer Neubauer – Associate Andrea Walker – Staff Attorney Fort Worth, Commercial Litigation Dallas, Intellectual Property Lisa Normand – Associate Erick Wang – Associate Dallas, Commercial Litigation Houston, Corporate & Securities Lori Oliphant – Shareholder Norasha Williams – Associate Dallas, Taxation, Employee Benefits & Private Business Houston, Labor, Employment & Immigration Bill Parrish – Shareholder Tamra Williams – Associate Austin, Commercial Litigation, Intellectual Property, Dallas, Real Estate Development & Investments Government Enforcement & Regulated Industries Litigation Kelly Hilgers Winship – Associate Benita Lee Prol – Associate Austin, Appellate Austin, Public Finance Gary Zausmer – Shareholder Tom Reddin – Shareholder Austin, Commercial Litigation Dallas, Labor, Employment & Immigration Ross Robinson – Shareholder New Shareholders Dallas, Intellectual Property Winstead congratulates the following attorneys promoted to shareholder in January 2007: Billy Rohrlich – Associate The Woodlands, Corporate & Securities Paul Aubert John Rutherford – Shareholder The Woodlands, Corporate & Securities, Biotechnology Dallas, Corporate & Securities Bud Ehrlich Paul Rynerson – Associate Houston, Intellectual Property, Biotechnology, Nanotechnology, Dallas, Labor, Employment & Immigration Sports Business & Public Venues Leslie Scheuermann – Associate Laurie Jardine Dallas, Commercial Litigation Dallas, Commercial Litigation Derek Seal – Associate Richard Leucht Austin, Energy & Environmental Law Dallas, Finance & Banking Laura Sims – Shareholder Frasher Murphy Dallas, Real Estate Development & Investments Dallas, Business Restructuring/Bankruptcy Martha Smiley – Of Counsel Chris Nixon Austin, Corporate & Securities Dallas, Real Estate Structured Finance Heather Smith – Of Counsel Bill Weinberg Dallas, Finance & Banking Dallas, Real Estate Development & Investments
26 commitment to Clients & Core Values
Winstead Commitment to Clients We are more than just your attorneys – our knowledge of your business and industry Office Locations makes us an extension of your core business team. We are practical, roll-up-our-sleeves lawyers committed to using our broad legal experience to relentlessly pursue innovative Austin solutions on your terms. Our Core Values include: 401 Congress Avenue Suite 2100 Austin, Texas 78701 Teamwork 512.370.2800 office We accomplish more together than we could alone, knowing that inclusiveness is 512.370.2850 fax essential to teamwork, and we are willing to give more than we receive. Dallas Excellence 5400 Renaissance Tower We expect and accept only the best. 1201 Elm Street Dallas, Texas 75270 214.745.5400 office Personal Growth 214.745.5390 fax We challenge ourselves and will continually examine and raise our expectations. Fort Worth Respect 1100 Carter Burgess Plaza We respect each other, our clients, our adversaries and the law. We support and take 777 Main Street pride in our firm and each other. Fort Worth, Texas 76102 817.420.8200 office 817.420.8201 fax Integrity We are fair and honest in all we do. The truth is absolute - regardless of consequences. Houston 1100 JPMorgan Chase Tower Dependability 600 Travis Street We take responsibility, act professionally and will meet or exceed expectations. Houston, Texas 77002 713.650.8400 office Intensity 713.650.2400 fax We are committed to and relentlessly pursue all we undertake. San Antonio 700 North St. Mary’s Street Service Suite 1900 We serve our clients, our firm, each other, our profession and our community. San Antonio, Texas 78205 210.277.6800 office Commitment 210.277.6810 fax We are loyal to our clients and each other, and provide long-term opportunity and stability. The Woodlands 600 Town Center One 1450 Lake Robbins Drive The Woodlands, Texas 77380 281.681.5900 office 281.681.5901 fax
Washington, D.C. 1120 20th Street, NW Suite 700, North Building Washington, D.C. 20036 202.572.8000 office 202.572.8001 fax
©2007 Winstead PC
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