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Haynes and Boone Assists Fossil in Acquisition of Skagen Designs

A team of Haynes and Boone, LLP attorneys assisted in the just-completed acquisition of Skagen Designs, Ltd. and certain of its international affiliates for $231.7 million in cash, which includes a working capital adjustment of approximately $6.7 million, and 150,000 shares of Fossil, Inc. common stock.

Randy S. Hyne, Fossil’s vice president and general counsel, led the transaction, assisted by a Haynes and Boone deal team that included Dallas partners Tom Harris and Garrett A. DeVries, and associates David J. Colletti Jr. and Mark J. Robinson Jr. >>

Haynes and Boone Announced as Finalist in 10th Annual M&A Advisor Awards

DALLAS – Haynes and Boone, LLP has been selected as a finalist in the 10th Annual M&A Advisor Awards in two categories ― Middle-Market Deal of the Year (from $250 million to less than $400 million) and Industrial Manufacturing/Distribution ($250 million and over) ― for its work on the sale of Industrial Container Services (ICS), which was owned by Dallas-based private equity client Wingate Partners LP. >>

Wingate Partners Assisted by Haynes and Boone in Sale of Industrial Container Services

DALLAS – A team of Haynes and Boone, LLP attorneys advised Dallas-based private equity client Wingate Partners in the just-announced sale of Industrial Container Services (ICS), the U.S. leader in the reconditioning, recycling and distribution of 55-gallon steel drums for use in food, industrial and energy markets.

The purchaser of ICS is Aurora Capital Group, a Los Angeles-based private equity concern. >>



Tom D. Harris

Partner

Dallas


2323 Victory Avenue
Suite 700
Dallas, 75219
T +1 214.651.5630
F +1 214.200.0464

Áreas de Practica

Educación

  • J.D., Baylor University School of Law, 1989, cum laude; Baylor Law Review, Executive Editor
  • B.B.A., Economics and Finance, Baylor University, 1986, cum laude

Bar Admissions

  • Texas

Judicial Clerkships

Judge Jerre S. Williams on the United States Court of Appeals for the Fifth Circuit, from 1989 to 1990

Tom Harris has more than 20 years experience in acquisitions, divestitures, securities transactions and other corporate matters.  He has represented both buyers and sellers in public and private sale-of-business transactions and has represented both issuers and underwriters in securities transactions.  He also has represented independent committees of boards of directors.

Example transactions in which Tom has participated include his representation of:

  • Fossil Inc. in its proposed acquisition of Skagen Designs, Ltd.
  • Wingate Partners in the sale of Industrial Container Services.
  • Wingate Partners in its acquisition of Dunn Paper and Sunrise Oilfield Supply. 
  • The Boards of Directors of Hassie Hunt Exploration Company and Hassie Hunt Production Company in connection with the sale of these companies, along with Hunt Petroleum Corporation, to XTO Energy.
  • Affordable Residential Communities, Inc., in its acquisition of NLASCO, Inc., and related financings.
  • The Special Transaction Committee of the Board of Directors of Texas Genco Holdings, Inc. in connection with the sale of the publicly-held interests in Texas Genco to GC Power Acquisition LLC, an entity owned by investment funds affiliated with The Blackstone Group, Hellman & Friedman LLC, Kohlberg Kravis Roberts & Co. L.P. and Texas Pacific Group.
  • The independent directors of multiple publicly-held companies in connection with their recruitment and hiring of new CEOs.
  • Cardinal Investment Company, a private equity firm, in its leveraged acquisition of the assets of Furr's Cafeterias out of bankruptcy, and its leveraged acquisition, and  subsequent sale, of the steel drum reconditioning business of IFCO Industrial Container Systems.
  • Kennerly Capital L.L.C., a private equity firm, in its leveraged buyout and eventual sale of a plastic computer parts manufacturer, and its leveraged buyout and eventual sale of a leading manufacturer of hydraulic cranes for offshore use.
  • United Rentals, Inc., in more than 70 acquisitions.
  • Hitachi Consulting Corporation in its acquisition of Iteration2, Navigator Systems, Inc., Tactica Holdings, Inc. and WaveBend Solutions, L.L.C.
  • RadioShack Corporation in its entry into a joint venture with Microsoft Corporation.
  • The Dallas Center for the Performing Arts Foundation, Inc. (now known as the AT&T Performing Arts Center), in its public/private venture to design, finance and construct the Winspear Opera House, the Wyly Theatre, a parking garage and other improvements on City-owned property in the downtown Dallas Arts District.
  • The owners of the Dallas Stars hockey franchise in their creation of a venture involving the City of Dallas for the financing, construction and operation of American Airlines Center, the downtown Dallas hockey and basketball arena.

Professional Recognition

  • Recognized as a Best Business Lawyer in Dallas for Corporate Finance/Mergers & Acquisitions by D Magazine (2009)
  • Recognized as a Texas Super Lawyer -  Mergers and Acquisitions (2009-2011)

Selected Representative Experience


Membership Interest Purchase Agreement
Represented Port-A-Cool, LLC in the sale of all of its membership interests for $80 million to Walter Meier Corp., a subsidiary of Walter Meier AG. Port-A-Cool, LLC is the leader in evaporative cooling in the United States.

Acquisition of Skagen Designs, Ltd.
Assisted Fossil, Inc. in its agreement to acquire Skagen Designs, Ltd. and certain of its international affiliates for approximately $232 million in cash and 150,000 shares of Fossil common stock. The acquisition closed April 2, 2012.

Sale of the Stock of ICS Holding Corp., Parent of Industrial Container Services, LLC
Represented Wingate Partners and ICS Holding Corp. (ICS) in the sale of all of ICS' stock to Aurora Capital Group.

Acquisition of a Steel Wire Manufacturer by a Private Equity Client
Represented North Texas-based private equity client in its acquisition of a steel wire manufacturer.

United Rentals Northwest, Inc. Acquisition of Gulfstar Rental Solutions, LP
Represented United Rentals Northwest, Inc. in its purchase of substantially all of the assets of Gulfstar Rental Solutions, LP.

CapStar Commercial Real Estate Services, Ltd. sale to Cassidy Turley, Inc.
Represented CapStar Commercial Real Estate Services, Ltd. in the sale of all of its assets to Cassidy Turley, Inc.

Harland Financial Solutions, Inc. in its Acquisition of Software Companies
Represented Harland Financial Solutions, Inc. in its acquisition of Parsam Technologies, LLC, a financial services application software company, and SRC Software Private Limited, and an application development services company.

Renwood Acquisitions, LLC Acquisition of Assets of Heckethorn Manufacturing Co., LLC
Represented Rosewood Investments, Inc. in its purchase of assets from Heckethorn Manufacturing Co., LLC.

CARBO Ceramics, Inc. in its Acquisition of BBL Falcon Industries, Ltd.
Represented CARBO Ceramics, Inc. in its acquisition of BBL Falcon Industries, Ltd., a leading supplier of spill prevention and containment systems for the oil and gas industry.

Agreement and Plan of Merger Between Applied Research Associates, Inc., et. al. and Geo-Marine, Inc., et. al.
Represented Geo-Marine, Inc. in the sale of the company to Applied Research Associates, Inc.

Ben E. Keith Company Acquisiton of Assets of Winn Meat Company, L.P.
Represented Winn Meat Company, L.P. in the sale of assets to Ben E. Keith Company.

Acquisition of Assets of Payments Nation
Represented Viewpointe Archive Services in its purchase of assets from Payments Nation.

Representation of Boards of Directors in Acquisition of Energy Company
Represented the Boards of Directors of both Hassie Hunt Exploration Company and Hassie Hunt Production Company in connection with the $4.5 billion acquisition of Hunt Petroleum Corporation and the Hassie Hunt Companies by Ft. Worth-based XTO Energy.

Wingate Parnters IV, L.P. Acquisition of Sunrise Oilfield Supply, Inc.
Represented Wingate Partners in its purchase of stock of Sunrise Oilfield Supply, Inc.

Asset Purchase Agreement
Represented United Rentals, Inc. in its purchase of assets from HSS RentX, Inc.

Shagitahya v. Martin and ARGO
Defense of claims of minority shareholder oppression and request for dividend from company to all shareholders.

Special Transaction Committee - Texas Genco Holdings, Inc.
The Special Transaction Committee of the Board of Directors of Texas Genco Holdings, Inc. in connection with the sale of the publicly-held interests in Texas Genco to GC Power Acquisition LLC, an entity owned by investment funds affiliated with The Blackstone Group, Hellman & Friedman LLC, Kohlberg Kravis Roberts & Co. L.P. and Texas Pacific Group.

Memberships

  • State Bar of Texas
  • Dallas Bar Association

Online Publications

09/09/2009 - Weathering the Storm: Guidelines Issued for Private Equity Investors Acquiring Failed Banks or Thrifts
The interest from the private equity community in filling the growing capital gaps that exist in the balance sheets of U.S. banks has spurred the FDIC Board to adopt a Final Statement of Policy on Qualifications for Failed Bank Acquisitions (the “Policy Statement”). The Policy Statement, published on September 2, 2009, provides private equity investors with guidelines for acquiring failed banks or thrifts.

06/13/2002 - Mergers and Acquisitions 2002: Getting the Deal Done - Current Legal Issues

If Their Business Judgment Was So Good How Come They're In Bankruptcy and Other Perplexing Mysteries
American Bankruptcy Institute Annual Spring Meeting

Securities Law and Regulatory Issues - Acquisition of a Private Company by a Public Company
 

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