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Haynes and Boone Attorneys Widely Recognized by Texas Super Lawyers

DALLAS – Texas Super Lawyers recognized 89 Haynes and Boone, LLP attorneys in its 2012 award listings. >>

Haynes and Boone Secures Win in Appellate Case for ARGO

DALLAS – Haynes and Boone, LLP won a significant appellate victory yesterday for the firm’s client, ARGO Data Resource Corporation. The Dallas Court of Appeals reversed a judgment in a shareholder oppression case and rendered a take-nothing judgment in favor of ARGO. The court also reversed and rendered a take-nothing judgment on contract and derivative claims the minority shareholder asserted against Max Martin, ARGO’s majority shareholder. Mr. Martin was represented by Carrington Coleman. The original judgment in the trial court had ordered, among other items, that ARGO to pay a dividend of $85 million to its shareholders. >>

Best Lawyers in America 2013 Recognizes Haynes and Boone Lawyers

DALLAS – More than 100 lawyers from Haynes and Boone, LLP are included in The Best Lawyers in America® 2013, an annual referral guide listing outstanding attorneys throughout the U.S. >>

Tom Harris and Terry Conner in Dallas Business Journal: As Industry Rebounds, Technology Work Picks Up

Many technology companies entered 2012 facing a growing economy and more money in the bank. Now Texas attorneys who specialize in mergers, intellectual property and corporate governance are seeing growing demand for their services. >>

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. >>



Tom D. Harris

Partner

Dallas


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

Areas of Practice

Education

  • 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 D. Harris

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 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 Lawyer in America - Corporate Law (2013)
  • 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 (2009-2012)

  • Martindale Hubbell® Law Directory with a Peer Review Rating of AV® Preeminent™

Selected Representative Experience


Acquisition of IGI Corp. and its subsidiaries by Nekoosa Coated Products, LLC, a Wingate Partners portfolio company
Represented Wingate Partners in the acquisition by its portfolio company, Nekoosa Coated Products, LLC, of IGI Corp., parent of RTape Corp. and CET Films Corp., New Jersey-based manufacturers of specialty pressure-sensitive application tapes and extruded films used in the graphic arts industry.

Huron Inc. Sale Transaction
Represented SunTx Capital Partners in its sale of Huron Inc., an automotive industry part manufacturer that is a leading supplier of critical engine and transmission components and assemblies.

Acquisition of Assets of EP-Team, Inc. by Affiliates of BNSF Logistics, LLC
Represented BNSF Logistics International, Inc. in its acquisition of EP-Team, Inc., a privately held global logistics project cargo provider.

Acquisition of Stock and Assets of Albacor Shipping Inc. (Canada) by Affiliates of BNSF Logistics, LLC
Represented BNSF Logistics, LLC in its acquisition by affiliates of Albacor Shipping Inc., a Canada-based international global project and general cargo provider with locations across North America, Europe and Russia.

Acquisition of Nekoosa Coated Products by Wingate Partners
Advised Wingate Partners in the purchase of all of the equity interest in Wisconsin-based specialty paper manufacturer Nekoosa Coated Products.

Argo Data Res. Corp. v. Shagrithaya, 2012 Tex. App. LEXIS 7272 (Tex. App. Dallas Aug. 29, 2012, no pet. h.)
Obtained reversal and rendition of take-nothing judgment in favor of corporate client on appeal of alleged shareholder oppression claim in which trial court had ordered that corporation be caused to issue an $85 million dividend.

Purchase, Contribution and Redemption Agreement
Represented sellers in the sale ownership in Curves International, Inc. and Curves for Women II, L.C. to Curves International Holdings, Inc. and NCP-CW Corp., respectively. Curves is the largest fitness club franchise in the world.

Stock Purchase Agreement
Represented Hitachi Consulting Corporation in the purchase of all of the stock of PRIZIM, Inc.

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.

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.

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

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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